psychosaga
by ant0nym
Summary: How would things have gone differently if Kyoko had been a little more self-aware of her feelings, and Sayaka been a little less absorbed in her own self-pity? Rated T for adult situations, language, suggestive themes and just the right amount of gore. Team Sayako. I own nothing, seriously. Behind Closed Doors... look for it in the lemonade section.
1. Chapter 1

**Chapter 1  
**

**At the Precipice of Despair**

Rivulets of water dripped from a long red ponytail onto the tile floor. Kyoko looked around the station, conscious of having to control her breathing; not nervous, she told herself-not scared. She took off running through the corridor, a sense of foreboding beginning to overwhelm her thoughts as fragments of the puzzling conversation between Homura and Kyubey began to take on new meaning. _Those two are made for each other_, she thought with more of a grimace than a grin. _Arrogant, insufferable and emotionless._ Quickly pulling out a piece of Pocky, she jammed it in her mouth, sharp canines snapping the stick as her jaw clenched with pent up nervous tension. Her lips clamped around the remaining end of the stick, smearing a little chocolate along them.

Deep down, in that place within the human soul that demands acknowledgement of the things we wish most to forget, she knew she was terrified. Despite years of emotional callous developed by self-hatred, blaming herself for the horrible fate that had befallen her entire family, she felt... something.

For the first time in over a year, she had something to lose.

It was the scariest thought of all, for her. Something, _someone_, important to her was in danger of slipping away. Her entire world-view, the way in which she understood her life and existence, had been shaped by the events of that horrible day when her father had learned her secret, snapped, and destroyed Kyoko's entire world. The day she lost everything. Since then, she'd thought she'd killed off the part of her that craved family, friendship... and love.

Kyoko was intimately familiar with loss. She knew the aching, gut-twisting agony of despair. A feeling of loss so profound, it was as if your very soul had been permanently shredded. The anger and rage against an impossible-to-understand event, something so painfully cruel that it forced you to stop and truly consider the meaningless of life. Cringe at the vast unfairness of everything this wicked universe chose to throw at us. Her father was bad enough; a passionate and vocal man of his convictions-a man and a role-model, who Kyoko always thought of as fighting in the light, while she battled in the darkness. A team for bringing good into the world. In the end, convinced that his own daughter had turned against him and been "in league with the Devil." Yet, perversely, she missed him still-had failed him as she'd failed the others. She still thought constantly of sweet little Mo-

_Not now_. Shaking her head, her long red ponytail whipping back and forth, she continued running.

Kyoko had thought long and hard about the nature of her father's beliefs since the tragedy. It was obvious to her that her father's all-powerful and forgiving God was either a figment of his imagination or just didn't care what happened to humanity. At first, she wondered at the need for a Devil when such evil existed within the world despite what, if any, efforts God made upon humans' behalf. Just a smokescreen, someone to divert attention and outrage that would otherwise target the real creator of misery...

Then she realized there were devils in the world. Men like her father, like that one who attacked her that night in the alley-

Snapping out of her dark reverie with long-honed discipline, Kyoko reassessed her situation. She was concerned, fine-but dammit she was a _bad ass_ and not about to give in to any feelings that were busy bouncing around in her stomach. Another bite of Pocky and she turned the corner, noting with dismay that many of the overhead lights were flickering feebly, and some areas of the large room she found herself in were completely dark. The place had that skin-crawling feeling of a witch's labyrinth. _Something's not right._ Her shoes sounded uncharacteristically loud on the black and white checkerboard tiles.

Almost as if ice water was suddenly pumping through Kyoko's veins, a new sense of purpose and determination enveloping her as her gaze was drawn to the hunched figure sitting in the middle of the room. A shock of limp blue hair was the only color against the shapeless, stained white cape she huddled within. Kyoko raced up a few stairs to an elevated area filled with stools, dark except for a large monitor that backlit the ragged-looking figure of Sayaka Miki.

She pulled up, her long red ponytail whipping around unnoticed. "I finally found you," she said, with an attempt at amiability. There was no reaction from the girl sitting before her. _And this is why I don't bother being nice_, the thought ruefully. Making friends had never been a talent of hers. Approaching the haggard-looking magical girl, Kyoko felt her heart twist in empathy at the younger girl's obvious distress. Kyoko noticed something dark staining the younger girl's bangs, then mentally shrugged.

Sitting down, the redhead brought out a package of chips from a well-worn pocket, thinking to use them as a peace offering-Sayaka looked drawn and pale, as if she hadn't eaten in a while. "Just how long are you gonna keep this up?" she asked, awkwardly trying to draw attention to how hard it had been to track the younger girl down-and how much determination it had taken. But Sayaka seemed blind to the implied affirmation of concern, and was equally oblivious to the offered snack.

"I'm sorry for wasting your time." Lank, dirty blue hair twitched feebly as Sayaka let out a tired sigh.

"Huh?" The words, and the tone behind them, hit Kyoko like one of Mami's bullets, ripping right through her. She flinched, reeling from the realization that Sayaka wasn't just upset. Her new friend had already given up. Where was that stubborn, proud jackass who'd had the nerve to throw Kyoko's apple offering back in her face? "That doesn't sound like you."

Kyoko's attention was briefly drawn to the glint of Sayaka's sword, still materialized and lying on the checkerboard floor. A stain on its blade was enough to tell the story for now, coupled with the spattering on Sayaka's cape and hair. _Whatever_, she thought dismissively. It could be dealt with later.

"Yeah." Sayaka looked up, her eyes dull and unfocused. The pained look on her face conformed Kyoko's fears. "That's because I don't really care anymore." Kyoko's words died on her lips, as she heard the younger version of herself repeating those same words, over and over, barely holding it together after the tragedy. "I can't even remember what I thought was so important, so worth protecting...

"None of it makes sense anymore."

Kyoko's mind raced, awhirl with memories of both her own past, and Sayaka's situation. "Hey..." she began, but was rendered speechless again when the blue haired junior revealed her Soul Gem, so clouded with inky black clouds that it barely illuminated the telltale sparkle of tears within her crystalline blue eyes.

Kyoko's own eyes were suddenly drawn to movement at the periphery of the screen's ghostly illumination, widening at the sight of a faded poster twisting, turning and collapsing in on itself. She gazed in horror as the bend in reality left behind a new shape, a strange runic letter that seemed to hover, or pulsate, from the wall.

The older girl shook herself, mind working furiously. Enraged at her own inability to think quickly, she tried to find a way to reach across the gap that had developed between her and the junior. Why is it that she couldn't find the right thing to say, when she never had to think twice about which direction to attack from or what dessert to choose first!

Tears glistening in her deep, sad eyes, Sayaka glanced briefly at Kyoko, taking her silence for permission to go on. "The balance of hope and despair in the world cancels out to zero. You told me that once, didn't you?" _Crap_, thought Kyoko. _My own words bite me in the ass, again_! "Now I finally understand what you mean."

_No you don't,_ Kyoko wanted to shout. _You are talking about the childish pain based on puppy love-my entire family was slaughtered! By my own _father_! I have it _way _worse than you!_

But her recent days of uncharacteristic personal reflection had led the redhead to understand that self-righteous cries for attention were not going to help the current situation: in fact, it was exactly what she was trying to prevent with Sayaka.

A look of intensity crossed Kyoko's face, unseen through Sayaka's veil of tears. She understood, finally, what was going on. She forced herself to finally accept and acknowledge the feelings she had struggled so hard to suppress for the past week, easily the most turbulent days of her life since the tragedy.

"Sure, I managed to save a few people, but in exchange, hatred and jealousy filled my heart," Sayaka continued, a shadow of horror playing across her delicate features as she ran white-gloved fingers through her sticky, tangled hair. "I even hurt my best friend."

Kyoko's mind was racing through her memories of the past few days. Thinking back to the first fight, the unstoppable and unwavering courage and determination the blunette had displayed, even succeeding in pushing Kyoko to the point where the older girl stepped up the fight from territorial brawl to a fight-to-the-death. The red-head's blood ran hot, and was boiling after encounter with the rookie Puella Magi.

Remembering the feel of the Grief Seed in her hands, pulsing with dark energy. Sayaka had thrown it to her following the battle with the witch Elsa Maria, the newly-Contracted Magical Girl foolishly tossing away what she needed most in order to pay for a debt of honor that existed entirely inside her head.

_She does what she thinks she needs to, just like me. Except I am only looking out for myself-the naive fool thinks she has to save the whole world! Well, you can't Sayaka, and neither can I. Neither will God. He may have abandoned us, but I refuse to abandon you._

Kyoko opened her mouth to speak.


	2. Chapter 2

**Chapter 2**

**Back from the Brink**

"Sayaka, you're not alone!" Kyoko shouted, eyes manic with single-minded focus. Sayaka began saying something, but the older girl talked right over her. "Everyone feels pain, everyone suffers! You're lying to yourself when you say 'I don't care anymore!' Your problem is you care_ too much_!" At least I've got her attention now, Kyoko thought as the dull, lifeless eyes shifted to stare at her. "Life ain't about getting by in the easiest way possible. It's about what you do in spite of the pain, not because of it!"

The wide, haunted blue eyes sparkled before the raging redhead. Sayaka closed them, a tear slowly trickling down her cheek, to be caught by a finger with a red diamond pattern on its nail. Kyoko wiped away Sayaka's tear, her rough, calloused finger firmly but gently drawn over skin. A sheen of dirt, grime and something worse smeared away at her touch, leaving clean patch along her cheekbone.

Cupping the younger girl's chin in her hands with minimal awkwardness, Kyoko stood and forced the girl to look up at her. "Miki Sayaka, I said before that you remind me of myself. I didn't realize how deep I was being at the time. Not only do you remind me of _me_, you _remind _me of me." Kyoko let out a grunt of frustration as she saw Sayaka's blue eyes waver in confusion.

"Look, as the Buddhists say, life is suffering. I told you a little about what happened to me, so hopefully you'll trust me when I say that I know what you're going through. You feel, right now, like nobody in the world cares about you, that everything you touch turns to crap, that all this is meaningless-so why not give up?! Am I right?" Kyoko's voice had risen to a shout, and she grimaced inwardly as she noticed some spittle hit Sayaka's face.

The younger girl didn't react, other than to wipe away another tear. "But... its all so hopeless. Happiness comes at a price-Homura was right about that... Maybe it would have been better if she killed me. I've already made Madoka suffer enou-"

"Listen to yourself, agreeing with that obnoxious little-" Kyoko cut off mid-sentence, quickly realizing any conversation about the mysterious raven-haired Puella Magi's stalking tendencies could possibly lead to unfortunate questions about Kyoko's own activities during the last several days, where she too had managed to show up suspiciously "just in time" to help.

A glint in the liquid blue eyes below her was like a ray of sunshine bursting through oppressive storm clouds. Could it have been humor that flickered behind that dull gaze, if only for a moment? Encouraged, Kyoko went on.

"What I am trying to say, Sayaka, is that you remind me of the me back when I used to like myself." Letting out a sigh, trying to still the anxiety that was making her guts squirm with dread, Kyoko focused on getting her message across. "Ever since... the... you know."

"Kyoko..." Sayaka whispered, her own sadness beginning to morph into a different, but equally terrible emotion. _How could anyone be so cruel as to murder their own daughter? Worse than the men on the train_, she thought wearily.

"Don't interrupt," Kyoko said, then mockingly added, "I am your elder, show a little respect. Anyway, since then, I can't sleep, can't breathe sometimes... when I think about it... knowing that it was my fault. No!" she interrupted the younger girl's protest, "It was my wish, and even if I couldn't imagine the consequences, what happened... happened because of me. If either of us should feel worthless and abandoned by the world, its me.

"You care about the world, and what happens to people. That, more than anything, drew me to you. When I think about you, Sayaka, I see a protector, someone who-if you were in the right place at the right time-would rush in to save an "innocent" from danger. My sister-" the redhead paused, taking a deep breath, as Sayaka looked on in rapt fascination, despair momentarily forgotten in a wave of sympathy for the older girl. Were those tears in Kyoko's eyes?

"I think, if you'd have been there, you would have helped her. If there had been a familiar lurking in the neighborhood, you'd have destroyed it. You're that kind of person, Sayaka, no matter where your soul may be."

Kyoko cleared her throat, which had become uncomfortably constricted. "The pain you're feeling, that_ isn't because of your wish!_ You did a good thing, made the world a better place-at least for that boy and whoever enjoys his music. You're suffering because you put all your hopes and dreams into a fake, an illusion of a perfect boy who'd love you like some frog-turned-prince in one of those ridiculous Dingo movies!" Her voice had risen once again, and before Sayaka could recoil from her passionate words, Kyoko grabbed two fistfuls of the white cape that hung over her friend's shoulders.

Sayaka shook her head, but returned her gaze to the girl who held her. "It isn't... just him. That's part of it, but..." Kyoko used all her self-restraint to keep from commenting, aware that Sayaka needed to express her feelings without interruption. "Its... that I'll never be able to be loved! I feel so _alone_, but what can I do when I'm this?!" she screeched, brandishing her Soul Gem almost accusingly at Kyoko. "I'm nothing more than a rock, built to kill witches, riding around this... this CORPSE!" she screamed, bringing her hands up and clawing at her face in emotional agony. Kyoko caught her hands, but was mesmerized by a trickle of blood than ran down the left side of her face, even as the angry red scratches quickly healed and faded from the girl before her. The light coming from Sayaka's Soul Gem faded ever so slightly.

The screen behind Sayaka flickered: some blip of commercial played for an instant, the back half of some kind of colorful fish.

Kyoko let go as the blue-haired junior burst into tears. With a glance to the heavens, she approached the younger girl again, this time embracing her in a tight hug. The near-hysterical weeping gave way to a body-wracking series of desperate sobs. Kyoko squeezed harder, feeling the hardness of the other girl's flesh-rock hard, in fact. It was like hugging a statue. "It doesn't matter where your soul is, stupid! What matters is _what's inside it_!

"You've never taken the easy way before: it is that stubborn pride of yours that drew me to you from the beginning. Where is that fire now? I'm holding you, and you feel warm to me. Your tears are wet. Your cuts bleed. You feel pain. You are a person, idiot, and unlike anyone I've ever met." Slowly, the sobbing began to abate. Kyoko ignored the spreading wetness along her shoulder, feeling a comforting squishy-ness return to the blunette in her grip.

She began to run her fingers through blue hair, the act somehow feeling right as she whispered "You woke something up in me, Miki Sayaka. Something I'd long thought dead." Wide blue eyes stared, red-rimmed and almost fearful, as Kyoko put her face within inches of her own. "For as long as I remember, I've separated myself from the world. It seemed simpler that way. I have been alone, isolated from the world, for a long time. So long, it feels like forever." She sighed wistfully.

"What does life even have to offer?" Sayaka moaned tiredly. "How can it be worth enduring, when I am already filled with so much pain? I haven't even had my first kiss and already I feel ready to die!"

Kyoko had always had quick reaction time: sometimes she acted almost without conscious thought. It always spelt trouble for her enemies, and often caused her problems as well. She leaned forward and planted her lips directly against Sayaka's, locking them together for a few moments. The older girl hardly noticed the salty taste as she pulled away, licking her lips and blushing furiously.

_What the hell was that?_ Kyoko asked herself, remembering to breathe. _At least it shut her up_, she rationalized.

Sayaka stared, wide-eyed and open mouthed, at Kyoko. Her cheeks had regained a little of their color.

"There." Kyoko said, somewhat breathlessly. "I hoped that would shut you up for a second. Well kid, when you get old and wise like me," the redhead said with a wink, pausing to recover her breath, "you might be able to look back and ask yourself what all the fuss was about. You get over pain, Sayaka. If I could, then you better be able to." _Damn, I'm such a hypocrite_, she thought. Her bravado didn't entirely cover up the slight waver in her voice, nor the sheen of sweat barely visible along her forehead in the dim lighting of the empty station-was it just a little brighter than before? Those piercing blue eyes threatened to engulf her entire world. The question was, what was she seeing in them? Sayaka wiped her mouth with the back of her glove, leaving a faint smear and murmuring something to herself. Looking away, Kyoko said, "Anyway, now you have one less regret to take to your grave-if you still plan on going there next."

Kyoko took a step back, turning around as if to leave, and heard Sayaka let out a small gasp. With a smirk, the redhead turned back, offering her hand to the still-sitting junior. A small, barely noticeable smile hovered on the younger girl's lips, and her eyes had a far-off look of wonderment. It felt as if she had just discovered an entirely new vista full of lush flowers and pristine streams in the dead, industrial heart of the city that had dominated her attention for so very long.

"Or you could always come with me. Get up off your cute little ass and let's go find your pink-haired girlfriend, and start trying to make things right."

The blue eyed girl reached out her hand, as if in a daze. Kyoko's battle-calloused fingers clasped her friend's soft but firm hand, pulling to her feet. Sayaka gasped as the older girl grabbed her other wrist, pulling it up. There was a small clink, and Sayaka felt the weight of the world lift slightly from her shoulders.

"What the-" she blurted.

Kyoko grinned, her sharp canines glinting in the pale illumination. She showed Sayaka the Grief Seed, now completely black, held in the palm of her hand. With a flourish, she made a fist as Sayaka reached out to touch it, waving her finger like a parent to a naughty child.

"You have a lot to learn; that's something you gotta understand and come to grips with. I was lucky to have Mami; but since she kicked the bucket you ain't had anyone except than that creep Homura explaining the way things work. You can do it your way," she continued over the blue haired girl's sharp reply, amazed at the rapid recovery of the young girl's spirit, "but you have to at least listen to what I have to say."

Sayaka glowered for a moment, until Kyoko averted her eyes in mock-innocence. "I have a confession. I know how you feel about stealing, but given the circumstances... and that I snatched that Grief Seed off of that jerk Homura..."

"Kyoko!" Sayaka said, a throaty whisper sounding half exasperated and half amused. She stopped, breathless, as Kyoko placed her finger on her lips to shush her for a moment, before jerking back as if electrocuted.

"So what'll it be? Friends?" Kyoko asked, averting her eyes in an uncharacteristic demure way. She stared intently at her shoes for several seconds, but the silence continued to eat away at her confidence. She looked up as Sayaka approached, hand extended.

"Friends. And... thank you, Kyoko. I've really been an idiot."

_**Post Script**_

"Because I don't make that offer to just anyone, you know!"

"I noticed. You didn't strike me as the kind of person who would even want a friend."

Awkward silence.

"It was a joke."

"Oh. I see. I walk half-way across this city to find you and try to bring meaning back to your life, and you tell jokes."

"I'm sorry... some people try to do good things simply for the sake of doing them. Others prefer rewards for their-"

"Now you're talking! How about we start with some ice cream?"

"Kyoko...! Wait, _start_?"

**Thanks to those who've offered comments and suggestions-I have tried to act upon them. I would greatly appreciate any other feedback-be brutally honest, I can take it. Too verbose? Not enough action(yet)? Did I capture the essence of the characters at all successfully? Are the underlying emotions obvious enough without being maudlin or sappy? Any suggestions are welcome.**

**More in the saga to come. How would things have gone differently if Kyoko had been a little more self-aware and confident about her feelings (and Sayaka being a little less absorbed in her own self-pity)?**


	3. Chapter 3

**Chapter 3  
**

**_Descent into Ascension_**

Sayaka spun around, throwing a razor-edged sword at the dark shape hurtling toward the red-clad figure in front of her. The whirling blade neatly bisected the shadowy figure, its severed torso fading in a puff of inky smoke. Kyoko pivoted on her spear, vaulting back towards the blunette. At the peak of her jump, she thrust out with her spear and it seemed to burst apart in a stream of chains. The newly-minted Magical Girl took a second to admire the lithe musculature of her new friend, her economy of motion: every movement purposeful and deadly, like some great cat. As the chain-and-spear descended into the shadow figures, it pierced one clean through. Still falling backwards from her jump, Kyoko yanked her arms back, causing the chain to violently whip amongst the remaining familiars and shredding three more.

"Thanks for that. Must be getting sloppy, knowing you're watching my ass."

"Ther-huh? Am not!"

"You know what I mean."

"There are a lot of them. Ideas?"

"Not sure... Damn, these are some tough ones. And worse, more are coming."

"I see them."

"They're so frick'n stupid. Like they don't realize its pointless to resist us!"

Sayaka glanced at her red-haired companion, trying to read her mood. The rookie Puella Magi was unused to fighting as a team. She felt an odd mix of security in knowing that she had a friend to back her up, and worry that the stakes were no longer just her own life.

* * *

It had only been a few hours since the... the station. Just the thought of how close she'd been to the brink of despair made her queasy. _Be strong. You've got a new lease on life_, she thought. She felt different; drained, but with a feeling of limitless capacity waiting to be filled. One thing had changed for certain: less than four hours of being part of a team, and already Sayaka didn't think she could go back to being alone.

The truth was, she missed Madoka. Not Hitomi, not at all-it wasn't that Sayaka held a grudge, exactly. It was more that Hitomi represented a sort of innocent ignorance that she now found so... pathetic? Enviable? She never could quite decide on exactly what she felt, but nevertheless... The wounds were still fresh and raw, but already she felt a vast gulf separating herself from the life she had know only a few days ago... a life which included her adorable, wonderful friend.

Madoka had always been such an amazing person-friend, sister, and personal cheerleader all bundled up in that pretty-faced, tiny girl. Her enthusiastic take on life had always been a welcome balance for Sayaka's often unrealistic expectations, prone to lofty ideals and concrete extremes that it was. Madoka's excitement for the future was always enough to reinvigorate Sayaka when the shortcomings of the real world let her down. She was the best friend anyone could have; selfless, considerate and utterly without guile. Trustworthy-that was it. She could trust Madoka with anything.

But ever since her wish-_remember, no regrets,_ she told herself. Ever since the wish, she'd crossed into a world where Madoka could not follow. She understood her friend's decision, especially when it came to not having your head bitten off by a nightmare caterpillar-not to mention the whole "soul ripped out and placed in an egg" thing.

If what Kyoko suspects is true, she grimly reminded herself, then you can add "fate worse than death" to that list...

* * *

"Follow my lead. We'll cut through that patch of 'em over there, and run like hell 'til we get to that building with the twisted tower sticking out of it."

Sayaka readied another sword, scanning the approaching shapes. Experimentally, she spun her sword showily, more for Kyoko's benefit than anything else. The older girl rolled her eyes, forcing Sayaka to stifle a chuckle. She felt alive, for the first time in days. The shadowy forms began to converge menacingly, tendril-thin arms seeming to bleed dozens of spiky fingers or claws twitching with menace-these were nothing like the cute-but-deadly-scissor-wielding mustatioed puffballs she had encountered first with Madoka. That was when life had really started to get complicated.

* * *

She had been selfish, allowing her childhood friend to accompany her into extreme danger. Into the lair of witches who'd slain dozens of other "mortals" (as she'd begun thinking of the rest of humanity). Into situations where she herself as a Magical Girl had found almost impossible to control. Kyoko didn't say it that way, exactly, but she'd made her opinion clear.

_"Seems pretty stupid, bringing a kid along to feed the Witches. What would happen if you failed to protect her, even for a second? She can't even defend herself. __What would happen to you, if a Witch got her claws on your pretty pink-haired friend?_"

So, after stumbling around the city for what felt like hours, wanting nothing more than to shower and sleep, Sayaka and Kyoko finally tracked down Madoka. Recalling her earlier outburst-had it really only been a couple hours ago?-Sayaka was about to break down in tearful apology when her friend hugged her tightly, chattering rapidly.

"Oh Sayaka-chan, it is so good to see you! I have been so worried, I knew you could take care of yourself and your an amazing Magical Girl but I was worried I'd hurt your feelings and I missed you and-" It went on for some while, and once Madoka had to pause for breath Sayaka glanced back at Kyoko Her relief at the reunion fizzling a tiny bit from the strained look of sympathetic happiness on the red-head's face.

* * *

A red ponytail rippling within arm's reach, Sayaka raced after her friend. Dozens of the shadow-men had emerged from the twisted buildings that seemed to haunt this Witch's labyrinth. Glancing back, she was dismayed to see how close the first group had gotten-a few strides behind, their bodies rippling and flowing as they seemed to glide along the ancient-looking cobbled street. The building Kyoko was heading towards, which was slowly coming to resemble a sinister-looking cathedral, was too far away.

Kyoko turned her head, uttering something that would have made the younger girl's ears burn if she hadn't been in a fight for her life. "They're too fast! We'll have to-"

"Keep going!" Sayaka shouted, turning her head to smirk at the red-head as she zipped in front of her in a flash of rippling white cape. When she'd increased the distance between herself and Kyoko, she skidded to a stop in the center of the street, raising a cloud of gritty dust. She had time to give her friend an exaggerated wink before raising her arms to the sky, white-gloved fingers extended. She waited for a second until the red-head was safely past her, then brought them down suddenly, as if she were about to play a chord on a keyboard.

"SAYAKA WHAT ARE Y-!?" Kyoko stood watching from the an alley she darted in to, halfway to the presumed safety of the building she'd chosen. She'd singled it out purely based on its evil-looking appearance, she had a good feeling that it led further into the Witch's lair. Her previous experiences had taught her that, while there were always exceptions, most Witches were unoriginal, gravitating especially towards what Sayaka had dubbed sinister cliches. Kyoko thought of them as Same old Scary Sh-Stuff. It was momentarily a struggle between heart and mind, but despite her instincts she remained in the street, ready to reverse course.

Her first thoughts upon realizing that Sayaka was, first off, faster than her and secondly, stopping and TURNING AROUND TO _FIGHT_ while ordering her, _SAKURA KYOKO_, to KEEP _RUNNING_... were unkind. She could admit that to herself-that's what this whole "turning a new leaf" kick was all about. But Kyoko was a veteran, and she recognized awesome displays of combat prowess-she regularly pulled them off with style. Hence the reputation. And swagger.

For a moment, her concerns vanished, and she watched with the pure thrill of a lover of violent deeds inflicted upon the bad guys.

The first group of the shadow-men approached, perhaps eight or a dozen-their forms merged like smoke, and truth be told counting was never Kyoko's strong suit anyway. A small part of her mind noted that only this group-the remnant of the one they had originally encountered at the maze's entrance-had been fast enough to catch up. The shadow-men who had emerged from the twilight cityscape were some ways back.

As Sayaka brought her arms down, her fingers stabbing toward the ground, six swords materialized, gleaming sliver points facing downward and crackling with blue energy. A crystal clear note reverberated through the street, and as its pitch shifted the swords shifted, blurring and doubling. Another note, and twice as many swords hovered over the shadows, poised-then striking. The chord seemed to hover over the battlefield, bittersweet memories of the church organ Kyoko had heard so often in her youth flooding through her thoughts.

Gleaming blue streaks hurled to the ground, the impacts felt by Kyoko two blocks away. Blinking her eyes clear, she watched shadow-men reaching out to grasp the white-caped girl with glistening, midnight black talons that seemed to grow longer the closer they were. All at once, they fell to the barrage of blades spearing down from above, jerking violently as they were torn asunder. This time, terrific gouts of inky blackness, more liquid than smoke, burst forth from their severed pieces, accompanied by a hollow-sounding scream that clashed horrendously with the fading notes of... whatever it was that Sayaka had just pulled off. The few remaining, some limbless, some untouched, quickly fell to the whirlwind of blades as Sayaka tore through their midst. The inky black remnants seemed to spin around the rampaging girl, a vortex of smokey darkness swirling momentarily before dissipating.

A quick burst of pride, with a little mix of admiration and competition present in all her relationships-attributes that shaped her into a powerful veteran in the short-lived life of a Magical Girl-was quickly replaced with annoyance. _What the & #% does she &#* ing think she's #&% ing doing?_ thought Kyoko, finding some habits hard to break.

"What do you think you're doing?" yelled Kyoko, who had also been conscientiously trying to clean up her language a bit.

The youngblood's blood was up, that was for sure. She strode across the street-turned-battlefield, drawing the energy-laced swords imbedded into the stones, hurling them at the the nearest group of approaching shadow-men, flowing across the road in a fluid mass. Three swords found targets, scything down something with each hit... but as the three fell, and the swords vanished back to wherever Puella Magi drew their weaponry from, the remaining creatures within the shadowswarm began to move with more purpose, more confidence... and a hell of a lot faster.

Kyoko dashed back to the blunette, swinging the head of her multi-piece spear in readiness. She heard Sayaka laughing to herself gleefully-it was a laugh she well knew. Several different emotions swept through Kyoko: her own early experiences with violence, and the ultimate release it allowed from all manner of mental, spiritual or emotional pain. It was like an old friend-admittedly one of bad influence-but welcome if for no reason other than to reminisce about an earlier, sometimes better, often simpler time.

The energized shadows were approaching fast, and Sayaka continued to gather the blades. Kyoko shouted to her again, but Sayaka either couldn't or choose not to hear._ That wasn't fair,_ Kyoko chided herself. _The blood pounding in her ears is probably deafening._ She could almost taste it, herself... but she wouldn't allow herself to. Not today.

A long magic-powered hop and the red-head landed in front of the girl she now considered her... what? Student? Friend? Can you really know someone so quickly? It was hard for Kyoko to process; her life as a loner was devoid of such complicated, and often frustratingly unanswerable, questions. But it also hadn't been nearly as... fun? No, more like fulfilling.

Shockingly red hair waved back and forth in front of Sayaka's intense blue eyes. She smiled, ready for more action... then-

Blinking metaphorical stars out of her eyes, the blunette found herself half-slung over Kyoko's shoulder with a mouthful of the older girl's red mane in her mouth. She had time to think, abstractly and somewhat bizarrely, how wonderful it was that her soul wasn't inside her body, which was being rattled with what seemed to be excessive force as she was carried inside a building-the one they had been heading for!

"We're in!" she exclaimed, beaming at Kyoko-but the veteran stuck a stick of Pocky in her mouth, slumped down, and put her head in her hand. "What happened there? I was killing guys left and right, and then-" She shrugged her slim shoulders, the white cape fluttering down her back.

Kyoko looked up, her eyes glinting with mischief. "You pulled off some amazing crap back there-those energy sword moves were pretty boss. But none of that means crap IF YOU DON"T USE YOUR HEAD!" she shouted, rushing over to get in her face. The mock rage, even if inspired by a kernel of truth at its core, was not enough to deter the blunette's train of thought. She rubbed her cheek, and her eyes narrowed.

"Wait a sec-did you slap me?"

Kyoko stopped the angry act with startling abruptness. "No," she said reasonably. "You had gone all battle crazy. I was shouting at you and you weren't listening. So I had to get your attention."

"Why are you smirking like that? Stop it."

"I'm not smirking. This is my normal face. You making fun of me?"

"Its creepy, cut it out. You promise you didn't slap me?"

"I promise. Cross my heart, all that crap. I didn't slap you."

"What is _up_ with that _face_?"

"Sorry, its really not a smirk. There, I'll just let it go-I was trying so hard not to smile."

"Huh? Why-"

"i punched you."

"You... what? You _what_? _You_...?"

"Hey," Kyoko said, waving her hands defensively, "it was you who was in danger. Those things were closing in on you-on us! The ones you attacked seemed to get all quickened up, and we didn't have much time..." She hadn't anticipated an angry reaction-her eyes stared like a deer caught in headlights, for a moment totally uncertain of herself.

Sayaka had sat down, hard, on the floor, holding her knees to her chest with crossed arms and slowly rocking back and forth. An icy chill ran down the red-head's spine.

She hadn't meant to make her friend cry-and why couldn't she see it for how funny it was. Me, punching the one I went to such great lengths to befriend. Saving her life, probably, and all of that.

But she realized immediately that the defensiveness she felt when she was in the wrong rarely led to any positive outcomes in her past relationships. Thinking of which, Kyoko was grateful that the topic of Tomoe Mami hadn't come up yet, aside from the brief period of time the rookie had spent under her "guidance." Oddly, all of that had been before Sayaka had even become a Magical Girl. She's young, Kyoko thought. But she had the courage, or stupidity, to walk into the Witch's lair as a human-armed with a baseball bat! Either way worked for the red-head, but she was certain Mami would not have allowed a foolish disciple to endanger themselves.

Kyoko, at that moment, may have actually apologized for her behavior-possibly with sincerity, if she hadn't realized that the younger girl was laughing at her.

Blinking back tears of mirth, Sayaka dropped the pretense and almost squealed with laughter. "K-Kyoko... y-... you should have... s-seen your f-f-face!"

After Kyoko had wrestled the blue-haired junior to the ground, forcing the younger girl to make several questionable promises in the process, the two got under way.

"That... messing around and stuff. Its a mistake."

"Mmm." Sayaka mumbled noncommittally.

"We have to stay focused in here."

Sayaka, still slightly giddy from her battle-fever, was instantly sobered.

"That was a cool trick, the swords falling from the sky, but remember-save it for the Witches. Its going to be difficult enough, without making it all the way to the center and dying cuz we're all tired and weakened."

The blunette nodded. "I feel fine; in fact, I feel better than I ever did fighting alone. I don't know what it is, but somehow... fighting with you makes it... easier?"

Kyoko seemed to consider something, change her mind, then change it again. "Would you mind, I mean could I... lemme see your Soul Gem. Please," she added as an afterthought.

The gem gave off nearly as much radiance as it had when it had been replenished mere hours ago. Kyoko's eyes widened-for a second, she had thought she had seen...

"Looks good," Kyoko admitted grudgingly, her counterpart beaming up at her with confidence. "But still, until you get a good idea of your limits-the kind you don't push so you never end up like a certain someone I remember having met-"

* * *

"You- You're trembling."

"Y-yeah. I'm... cold."

"Hmm. I get cold, too. Especially when the mazes are this messed up."

"It's so dark. And those things. Yuck."

"Meh, look like big noodles to me."

"Noodles with freaky insect mouths all over them."

"Well, yeah."

"Seems like we've come a really far way."

Silence. More accurately, worried silence.

"Kyoko?"

"... Yeah?"

"Would you think I'm a coward if I asked... if you could... hold my hand?"

"Seriously? We need to keep our wits about us. I can't believe..."

_It is pretty creepy_, Kyoko thought to herself. _And its not like anyone is gonna see..._

"Hell, its so hard to see we almost need to so we can stay together. And," she continued, as she groped around the darkness for her companions hand, "if one of us gets in to trouble, the other can pull them out..."

Both girls walked further into the darkness, knowledge of each other's existence the most comforting-perhaps only comforting-thing in the world.

* * *

**How was the first combat episode? As always, your thoughts and opinions are appreciated! I've been trying to include hints and drop clues about things that happened prior to the story, and what lies ahead. I hope they aren't so vague as to be lost amidst the chatter. Let me know if I'm out of character, or speech patterns don't match, or any other way I can improve.**


	4. Chapter 4

**Chapter 4  
**

_**Just Desserts**_

Kyoko was beginning to regret yet another hasty decision. Perhaps she shouldn't have let Sayaka talk her into taking on this witch-at least not tonight.

* * *

Two Hours Ago

After the uncomfortable encounter with Sayaka's little pink-haired pal, and the annoyingly tearful parting that had left her new friend freshly despondent, she pulled the blunette through abandoned streets, finally coming to a stop outside of an all-night corner store. Sayaka was a mess; her school uniform was crumpled, her hair dirty and unkempt. As she led the girl into the restroom, she felt the bespectacled clerk watching from the front of the store with a little too much intensity.

Once inside, she let go of the younger girl to turn on the faucet. There was no way to stop the drain, so she crammed a wad of paper towels into the bottom of the sink. Sayaka had a far-off look in her eyes, and the silence was becoming increasingly uncomfortable.

Kyoko glanced in the mirror-and couldn't resist giving the reflection her patented evil grin. _Still got it_, she thought to herself, smoothing her cut-offs self-indulgently. _Can't blame that creep for getting an eyeful_... rolling up the sleeves of her threadbare green hoodie, she walked over to her new friend, leading her by the shoulders to the mirror.

"I feel so bad," the blue-haired girl said, almost to herself. "Poor Madoka..."

Biting back a sharp and hurtful retort, Kyoko forced herself to smile at the other girl, prominent canines displayed in a wolfish grin. Sayaka looked ready to collapse: dark circles under her bloodshot eyes and drooping, red-rimmed eyelids were accented by the slumped shoulders and unsteady gait. The girl was dead on her feet.

"Time to clean you up, girl," Kyoko said, putting her hand on the small of Sayaka's back, gently pushing her towards the mirror. Forced to confront her appearance, the blue-haired rookie's eyes flashed with disgust-and widened as she felt strong fingers grab the back of her head and force her face down.

Kyoko held her head underwater for a few seconds, grimacing at the water thrown about by the the thrashing figure she kept pinned. She pulled the girl back, face twisted in distaste as Sayaka shook her head, spraying water everywhere. _Worth it_, she thought, even though she was now half as wet as the younger girl who was turning around, sputtering and wearing a shocked expression that was quickly morphing into something along the pissed-off spectrum. At least her clothes were mostly dry-the blunette's uniform was pasted to her flesh as if drawn on, water streaming from her head giving her white shirt an almost translucent quality.

"Hey, watch it!" she growled, trying to maintain appearances. Even thought the younger girl had largely recovered from her private pity-party, Kyoko was having a hard time remembering to remain the gruff bad ass that she was.

"What the hell, Kyoko?" Sayaka coughed. She shook her head back and forth, drops of water flung from her whipping hair, reminding the older girl of some kind of shaggy dog.

"You look like a dog," Kyoko teased, adding to herself "Phew! You smell a bit like one as well."

"Hey-" The junior protested, the instant anger replaced by a wounded look flashing in her eyes. Kyoko felt a stab of conscience-then angrily stamped down on that unfamiliar sense of sympathy. What the hell was wrong with her?

"Sayaka, you're a mess. You need to get cleaned up, but most of all, you need to focus." She had been aware of the harm that the parting with Madoka had inflicted upon the junior, but she also didn't want to deal with the infinite reservoir of self-blame and pity that Sayaka seemed capable of drawing from, at least not tonight.

_Infinite reservoir of self-blame..._ Kyoko thought momentarily, feeling uncomfortable at articulating that thought in particular, but she metaphorically shook her head and plowed forward.

"You need to snap out of it. We need to get you home, get you to bed. We're headed toward Mami's apartment building, but you can't walk around looking like this." Awkward questions followed by a police chase was the last thing they needed at this point.

Blue eyes held her own. "How do you know where Mami lived, Kyoko?" Although it was said with curiosity, the red-head couldn't help but feel a hint of accusation beneath the surface.

"Ah..." Words came bubbling out of Kyoko before she had a change to think. "Like I said before, I knew Mami from way back-she helped me out at the beginning, like she tried with you. Even though we weren't on... friendly terms, its pretty standard to know where the local Magical Girls are-keeps you from stepping on each others' toes, and cutting into people's turf..."

"Since when have _you_ been concerned with stepping on someone else's toes?" Sayaka asked suspiciously.

Kyoko was saved from having to answer by a loud knocking on the door. Both girls froze. The knocking continued insistently, and the muffled voice of the attendant asked if everything was all right, sounding more annoyed than worried.

"Almost done," Kyoko hollered, glancing at Sayaka, who's hair was now plastered to her face. She reached over, brushing blue locks out of her friend's eyes.

"I need you to be strong right now, Sayaka. I know you've been through a lot tonight, but you have to keep your feelings in check." She surreptitiously glanced at the Soul Gem-turned-ring adorning the blunette's slim, dirty-nailed finger. "Wash up, then I'll get you home." _You can continue saving the city tomorrow_, she thought acidly.

Sayaka looked ready to argue, bizarrely, and the older girl found comfort in the ever-increasing stubbornness her friend had begun to show. The wretched creature she had found in the station had been unrecognizable from the spirited pain-in-the-ass she had grown so fond of.

She impulsively snuck a peek as the younger girl peeled off her shirt, but turned away when she caught those blue eyes staring at her from the mirror. _About the same_, she thought, generous to a fault with her own self-assessment as usual. She leaned against the wall, hoping that the man would come back to harass them again-she felt the need to release the abrupt surge of frustration and energy she was suddenly consumed by on something. With cat-like reflexes, her arm darted back to catch the sodden bundle the younger girl threw at her back. She looked around quizzically, but the blunette had once again turned her back, exposing prominent shoulder-blades as she lowered her face to the sink and put her hands on the counter. "You got me all wet, so you can wring that out."

Water streamed onto the tiled floor as Sayaka dunked her head back into the cold sink. Rubbing her face vigorously, she began kneading the mass of wet, dirty hair that clung uncomfortably to her head. Brownish stains began turning the sink murky.

Kyoko wrung out the shirt, the gentle dripping masked by the louder, staccato sound of the overflowing sink. As her friend ran fingers through her hair, hastily combing out the knots, she unconsciously twisted harder-hearing a distinct ripping sound. Sheepishly, she glanced down, quickly unfolding the less-damp but completely wrinkled and stretched fabric. Holding it up, she noticed a large tear along the seam of the left sleeve... _Crap_, she thought.

Chin-length hair, dull aqua-green in the bathroom's fluorescent lighting, seemed to hover sideways for a moment as Sayaka spun around at the sound of the door being unlocked and opened. One eye half-shut from water dripping from her bangs, the other intense with disbelief. Wiping her eyes with the back of her hand, she immediately crossed her arms over her chest. "What the hell, Kyoko?" She noticed that the doorway was empty of waiting customers too polite to knock or nosy attendants who were all to eager.

"Here," Kyoko said, tossing the drying, wrinkled and newly ripped shirt back at her counterpart, slipping through the doorway. "I'll be right back, so hurry up." Her expression was, to the younger girl's eyes, slightly shifty.

Kyoko was just finishing up the transaction when the blunette emerged from the restroom, fingering a large rip along the seam of her left sleeve in dismay. "Hurry up," Kyoko muttered, and the man made some beeping noises on the register at the counter. "Come on, baby-we gotta go!" she crowed, grabbing Sayaka's arm and hustling her out the door with a grotesque leer. The younger girl looked confused, resisting enough to turn around to address the attendant. "I'm sorry, sir, but it's pretty wet in there-" She cut off as the door to the shop closed and she found herself back on the street, still being hauled along by the red-head's powerful grip. Through the windowpane, she thought she saw the man's eyes widen, and as just before they crossed the street he had ran towards the back of the store.

"Baby?" Sayaka asked, perplexed and annoyed. Kyoko seemed not to hear. _Fine_. She noticed a bag bulging with items held in her companion's other hand. "What have you got there?"

"Food!" Kyoko shouted, raising her bag of goodies above her head and shaking it. As they turned a corner, Kyoko continued to haul the blue-haired girl with her, unaware of the storm clouds brewing behind the blue eyes.

Two blocks and several turns away, Kyoko finally slowed down, releasing her grip. The rookie rubbed her arm where she'd been grabbed, expectantly waiting for an explanation. The older girl, in an attempt to collect her thoughts, began rummaging through the bag.

"Kyoko." The red-head stopped shifting around the contents of the sack, hearing the thunder behind the word. She pulled out a container of Yan Yan, holding it out to the other girl.

Sayaka slapped the extended hand, sending the delicious snack flying. Kyoko's blood was instantly up, and dropping her bag, she got ready to pounce on the younger girl, her legs tensing in anticipation.

"Kyoko, how did you get the food?" Sayaka stood her ground, but a slight break in her voice betrayed a little of how intimidatied she was by Kyoko's ire. "Look, I know I owe you a lot..." She paused. "Perhaps everything. But I won't use people-or abandon them. That includes stealing. I'm prepared," she continued with a tone of long-suffering, "to accept you for who you are... but one thing I absolutely require is that you offer me the same respect.

"I need to _help_ people. That is what you made me to realize, back at the station. The world can be a wicked and cruel place, but there are reasons to fight for it. To fight for people. The good ones," she added, wincing in anticipation of what effect her upcoming emotional low blow was about to have. "Like Madoka. Like your sister."

Kyoko felt as if the wind had been knocked out of her. She dropped her aggressive stance, shoulders slumping and head falling forward. It took a moment for her thoughts to begin working again.

_She used my own sister against me? To prove her point?_ Kyoko's insides were icy at the perceived betrayal of her most tender secret, someone she'd never shared with anyone else since the tragedy.

"You... bitch."

_&$#%_, thought Sakaya in panic.

"i sh-should... never haf tolb you abow 'er," the red-head snuffled from behind her arm, talking to the street at her feet. She stood there, her universe at a standstill as the stars continued to move across the sky.

"Kyoko, you _did_ tell me about her. You saved me, and you had your sister's help! She helped get through this famously thick head of mine," she added, knocking her forehead with a fist. Still no response from Kyoko. Warily, like she would have approached a sleeping tiger, she inched forward. "I think... I know that you are good, too! You would protect the ones you love, without regard for your own safety-don't try and deny it! You came and saved _me_. We can be a force for good in this world-I'm begging you," she finished lamely.

Kyoko brought a green sleeve across her face, and looked up at her new companion. Hadn't she herself admitted that what drew her to Sayaka in the first place was the very fire that she was now so stubbornly showing? Naive, and ready to save the world. She couldn't quite trust herself to address the idea head on, so she went with:

"I didn't steal the damn things."

Sayaka blinked, blue eyes dilating in confusion.

"That perv back there thought we were being naughty girls in the bathroom," Kyoko whispered conspiratorially, relishing the color blossoming on the blunette's pale cheeks._ Heh. Such a prude! _"I only indulged his fantasies a little bit with some vivid descriptive imagery and innuendo. He gave us a nice discount," she added, thoroughly satisfied with herself.

"Vivid descriptive... imagery?" Sayaka's face was on fire! Kyoko congratulated herself.

"And innuendo."

Sayaka narrowed her eyes. She cocked her head, holding her chin with her hand. "Those are some fancy words there, Kyoko."

"?! What, I can't use interesting words ever?"

"I just can't remember you using words I'd hear in, I dunno, school or something. Literature class."

Kyoko glowered. "I'm not stupid, you know. I went to school, too. If I choose not to sound pretentious, that's my business."

"Oh, wow, _pretentious_," the blue haired girl sighed wonderingly.

It was time to change the subject. "Just so you know, that creep was especially interested in my "blue-haired fox.'"

"Who even talks like that?" Suddenly, a look flashed across Sayaka's face. "So when I said that it was-"

"Yep."

"Did he think-"

"Yeah."

"Gross!"

"Yeah." Kyoko nodded wisely. "Men are gross."

Sayaka walked over to where her Yan Yan cup had fallen. Picking it up, she nodded her thanks and peeled back the top. Drawing out the first stick, she glanced at the quote printed along its side. Kyoko, busy digging out some lychee jelly sticks from the bottom of her bag, was startled as she heard her companion let out a cry-this time of surprise and joy.

"I got the golden egg!" She screeched, jumping up and down. A few of the remaining sticks were shaken out of the package, dropping to the pavement.

"Watch it!" Kyoko snarled.

"Oops. Still, though," the blue hair girl continued as she bent over to pick up what Kyoko would no doubt consider "wasted food." "Isn't it amazing that tonight, of all nights, I finally get a golden egg? Good luck is on the way!" She dipped the stick in the chocolate frosting, loading it with a generous scoop before popping it into her mouth. "Yum." It had been nearly a day and a half since she'd eaten anything, and the sweet flavor caused her mouth erupt with saliva.

Kyoko opened her own pack of Yan Yan, annoyed that she'd hastily given away the only one with chocolate frosting. She was oddly self-conscious, shielding the act from the girl busily munching beside her. Beetle...? _Dammit. _Lucky Color: Brown._ What the-. _In Japan, as in many other nations and cultures, brown tends to bring an unpleasant image to mind. You know this is true if you're thinking about it right now.

_Stupid Yan Yan prophecies._

She quickly ate the rest of the cookie sticks, leaving the vanilla largely untouched-_Its more a condiment than food_. She began digging around for something new, then shrugged and dumped the bag out on the ground. Sayaka stopped stuffing herself with strawberry marshmallows when she heard the distinctive hiss and clinking glass of a ramune bottle dropping its marble. Watching Kyoko take a swig, she held out her hand in a grasping motion, her mouth stuffed with puffy, chewy candy. The red head ignored her to take another sip, then handed it to her imploring friend, who promptly pressed it to her lips and drank the remainder in three long gulps. The red-haired veteran watched the younger girl-and sitting there on the pavement of the side street, cross-legged and eating candy in the middle of the night, she realized that Sayaka was still a young girl. Just as she herself was.

_Damn Kyubey, for tricking us._She opened a bag of rice crisps.

Sayaka's mood improved once she got something inside her, and the two began to walk home-feeling fresh and awake thanks to the sugar rush. But it didn't take long before the girls began sensed a dark and lingering presence of violence and destructive chaos. The girls looked at one another.

"Witch," they said in unison.

* * *

**As always, any suggestions for improving are appreciated. Any sense of depth to the characters, do my attempts at humor get across... et cetera? One line was written through tears of laughter, if you guess it I'll grant you a wish! I really detested the initial title, hence the name change. Sa Ko (Say Ko?)**


	5. Chapter 5

**Chapter 5**

Ein Gefallener Engel

A spark of crimson and glimmer of turquoise glinted deep from within the cavern mouth, bobbing slowly, red hovering slightly above blue. An emerald crescent moon provided little to illuminated the smooth-walled cave, but after a few moments the pale colors resolved into dim shapes, slowly making their way forward. Soon a white cape over blue outfit could be made out, and a red silk dress beside it. As the girls passed through the cavern mouth, the low-hanging moon glinted off the weapons the pair held so casually, a long wide-bladed spear to the right and a shimmering curved sword on the left.

Reluctantly, Sayaka let go as her red-haired friend unclasped her own hand, pulling her arm away. Kyoko stuck her spear under an arm, rubbing her hand vigorously to restore the circulation. The blunette smiled in chagrin, turning away tactfully to rub her own aching fingers over the pleats of her short skirt as her companion scanned the horizon for the next monstrosity they would encounter in this labyrinth that seemed utterly different from any she had previously encountered.

"Ever seen anything like that?"

"Honestly? No. Those things were messed up."

Sayaka admired Kyoko's penchant for understatement when it came to her analysis of danger. They'd made their way into the tunnel they found underneath the twisted church, "back on the surface," as the girl had become used to thinking during the hours they'd spent descending ever downwards, surrounded by a nightmarish cross of insect and leech: writhing black worms taller than a man, covered with wicked-looking mandibles as long and sharp as daggers.

For the most part, they'd walked in silence, hands clasped tightly-the pale glow of Kyoko's Soul Gem providing a small circle of rose-colored light. It felt like they had been walking for days, having decided it was too dangerous to stop and stick around the things for too long, in case they responded to their presence like the shadow-men from above had.

Sayaka was startled, after her long descent, to look up and see the sky above her once again-and froze. Staring, her arm seemed to move of its own accord, reaching out and finding her companion's-

"Hey, hands off!" the older girl began angrily, her long ponytail swishing as she jerked back in surprise. She glanced at Sayaka, noting the look of dawning horror on her face, and followed the direction of her gaze, looking up at the immense green moon overhead.

A horrific crescent face seemed to glare at them from above. A titanic eye, yellow and bloodshot, seemed to scan the ground aimlessly with two misshapen pupils until it seemed to notice the girls. An immense scar along the bottom portion of the thing seemed to split open, revealing rows of jagged, shark-like fangs. It remained in profile the entire time, but that hideous eye continued to stare at them from far above the world.

Suddenly the fanged mouth got wider, and Kyoko was in motion even before the long, streaming geyser of pink fluid erupted from the moonstrosity's mouth, arching through the sky. A second later she realized she was alone.

Sayaka stood, mesmerized by the sight of a celestial body appearing to watch her hungrily a second too long. The tendril of fluid became a pillar of wet, sticky flesh that hurtled down from above. She raised her cape at the last moment before being engulfed by the putrid smelling liquid meat.

"SAAYAAAKAAA!" Kyoko screamed, leaping forward with a powerful bound. As quick as she was, the thing was quicker. It drew the blue-haired Magical Girl up into the air, back toward the gaping mouth of the evil moon. It's eye was leering at her ravenously. She saw white boots pumping furiously, but the rest of the girl was completely enveloped by what seemed to be the moonstrosity's tongue-a tongue being drawn back into the beast like frog catching a fly.

The red-head had never been an exemplary student, and had missed over a year of school since becoming a Puella Magi. She didn't stop to think about the impossibility of jumping from the ground to the moon-partly with good reason, since Witch's labyrinths didn't necessarily-or even usually-correspond to what a more dedicated student would understand as conventional physics. But the split second decision with no hesitation or doubt or even conscious thought was what made her one of the strongest and longest-lived veterans around. She'd learned from experience, there were two kinds of Puella Magi: the quick, and the dead.

It rarely paid to overthink.

Rocketing into the air, Kyoko gnashed her teeth in rage. _Stupid to let go of each other_, she thought. Her experience should have allowed her to pull the girl to safety, instead of ensuring she was was the only target. She was tired; conserving the remainder of her magic for the witches, she'd been reluctant to use her Soul Gem to remove her fatigue. Duirng the long trek through the tunnel, they'd decided not to risk overt use of their powers-a tactic that had kept them hidden from the leech-things and presumably the Witch, as well. She was paying the price, but remedied her condition as her Soul Gem flashed with ruby light.

Seconds into her incredible jump, still hurling forward with full momentum, the red-head wondered if this thing in the sky was actually the Witch. They had encountered several types of familiar already-the shadow-men on the surface, and she assumed the leeches were some kind of familiar as well. They had begun in an old-fashioned cityscape, quickly turning into the crumbling metropolis of stone they had fought the shadow-men in. The ever-spiraling cave had seemed to last forever, and now there were in this cold, dark wilderness. They had to be approaching the end-Witches the veteran had encountered in the past typically had only one or two unique areas of their labyrinths...

All that passed through her mind in a moment; she was a quick thinker, just not always a deep one. She knew this about herself, and preferred it to the alternative for reasons obvious to herself, although unspoken. She flew past the titanic crescent-shaped face, staring down a cyclopean eye the size of a small house. Still... _not as big as I thought._ Movement in the distance caught her eye-she could see a flock of winged shapes approaching from the distance. Her jump had carried her so far up that she could make out a green lake stretching out below her, bordered by a forest on one side and a swampy marsh on the other. _What the hell is this place? Where does it end?  
_

Near the top of the enormous liquid tongue's arching path back into the awaiting maw of the moon, Kyoko finally caught up, the tip of her spear radiating a crackling, meter-long red beam. Spinning in midair, she brought her spear about in a tight circle, hacking through the mass engulfing Sayaka multiple times, separating it into foot-wide pieces of gelatinous pink slices. Almost immediately, the stuff began to move flow back together... but the multiple cuts prevented the end from reattaching. It slowed its ascent, then began to fall, semi-solid bits of matter dripping away to expose the slime-covered form of Sayaka.

Kyoko used a little magic to propel her towards her falling companion, who was busy wiping muck out of her eyes. _Girl gets dirty_, the red-head noted. She caught the girl in her arms, impressed that the blunette wasn't retching her guts out. It smelled like the house of the crazy old lady who'd lived across the street from her family, after she'd been found after being dead for a week and partially devoured by her cats.

"Thanks," Sayaka gasped, spitting out a mouthful of something foul. She turned, eyes frosting over as she regained her composure. The panic at being completely immersed in that disgusting stuff, desperately shutting her eyes and clamping her mouth to avoid the wriggling fluid that had tried to squirm inside her. She nodded to her companion, raising her arms to summon a burst of swords-

-when the scar across the face parted further, the tongue disappearing in the razor-toothed maw, and the thing began to make a deafening, wet slurping sound. The Magical Girls were inexorably pulled toward the thing's mouth. The pair rocketed into the gaping orifice, a football field wide trench filled with hundred of rows of triangular fangs and terminating in a hole of utter darkness.

Sayaka grabbed Kyoko's spear with both hands, letting her sword dissipate. Her white cape fluttered, pristine and apparently impervious to the sticky goo that still covered much of her skin. _Get ready_, she thought hard at Kyoko-the slurping sound had grown so loud that her ears were ringing.

Approaching the lip of the thing's mouth, Sayaka tried to time things just right. She pulled herself into Kyoko, placing her feet on the sole's of the other girl's boots. She waited until the other girl was in the right position, and pushed off.

Kyoko was pushed up and out of the immense crater of teeth, skimming over the cracked green landscape that glowed with an unnatural, diseased luminescence. Sayaka had aimed her towards the thing's huge eye. An aura of red translucent flame began to engulf her, growing in intensity as she gathered her power.

Sayaka knew full well that by pushing Kyoko up, she herself would be pushed down. She reformed her sword-but with a blade some 20 feet long. She marveled at the ease with which she was able to adapt her abilities-she hadn't felt like this before meeting Kyoko. At least her friend was out of the frying pan, she thought as the gaping maw began to slam shut on her.

Kyoko was on fire. A burning red comet streaking across the pocked and jagged face of the moon monster, she approached what she hoped was the weak spot filled to near-bursting. She saw the thing spin, tracking her with its double-pupilled eye, great veins of red seeming to pulse within.

Sayaka slashed furiously with her six meter blade, cutting great swaths of hard, crumbly flesh from the edge of the thing's mouth as the jaw snapped shut, succeeding at gouging out large portions of teeth.

The red comet impacted upon the great yellow eye, Kyoko's inertia carring the spear she held before her right through the eye-and her with it. She sensed several immense spears she'd created impact the surface immediately after, and unleashed the pent-up energy she'd accumulated in a fiery burst. Jabbing and slashing violently with her spear, with the intention of turning the thing's brain into soup, she was momentarily distracted by a muted but unmistakeable sensation of agony. _Sayaka!_ She thought desperately.

The blue haired girl continued cutting with her sword, her movements slower and less precise. Looking down at the foot-long teeth imbedded in her torso, she felt strangely calm looking at what she assumed were her intestines poking out of the lacerated skin. Lips pressed tightly together, she kept slashing, her movements slowing down further with each moment.

Something changed. The titanic entity Kyoko had cut her way into began to change, losing its solidity before disappearing into a ghostly after-image, a Grief Seed appearing and dropping towards the shore of lake below. Below her, she saw two objects fall from the sky-even from this distance her keen eyes could make out the blood trailing behind.

Powering down to the falling figure, the veteran Magical Girl was sickened to see that the smaller of the falling pieces was one of Sayaka's legs. She caught up to the girl before they'd reached the ground, muscles in her arm bulging as she held her friend, using the other to hurl the spear downward and catching herself with the chain net it burst into.

Sayaka's eyes were open, staring. Kyoko knelt down, heart hammering furiously, noting the gaping hole in her companions chest. Something horrible was spilling out of the wound below Sayaka's navel, and her left leg ended just above the knee, a ragged mash of flesh and splintered bone. The younger girl blinked slowly, blue-grey eyes clouded, before her lips began moving. With a dull voice, she said "...not... so bad..."

_What do I do?_ wondered Kyoko, unable to speak. She grinned weakly at the girl's upraised face, vision blurring for a moment as she blinked furiously. She stood, transfixed, as she watched the pale blue light of the Soul Gem darken.

_No... no no no no nononononononoonoonoooooooooooooo_

* * *

**Thanks to everyone who has taken the time to give me feedback: Otaku4eva, Kyosayalove, Angel0wonder and especially ShadowStealer for the layout suggestion. If you hadn't let me know about that, there'd be a dozen bite-sized chapters and I might written it quite differently. Knowing there's some kind of interest, and even better-why-is so helpful in motivating me. I hopefully get across my love for this series-the 11 year old who wrote _I Heard Kyousuke Kicked the Bucket_ introduced the series to me a few weeks back: "Wait, a caterpillar bit her head off?" Her explanation of the whole "drunk on friendship" thing and what exactly were the motivations of the sinister Kyubey were amazing philosophical discussion to be having with a 6th grader-so many great and intricate things in this series. If you get the chance check out her story as well, and please if you have the least inkling to do so, leave a comment to let us know how we're doing. One thousand thanks!**


	6. Chapter 6

**Chapter 6**

Stages of Grief

Kyoko stared at the lifeless body of her friend in disbelief._ What am I supposed to do?_

_She saved me. That thing was sucking us both in, and she pushed me out._

The thought brought no comfort to the red-head: quite the opposite. Although her mind was frozen in shocked panic and a hideous feeling had begun crawling up out of her stomach, a far more primal part of her brain forced her attention to the approaching threat, figures rising above the swamp along the far shore. She blinked once. Twice. Then, finally, focused on the dark, flapping shapes that were fast approaching from across the emerald lake.

She waited for them to disappear, along with the Witch's maze. She'd seen the Grief Seed drop into the lake. Nothing happened. Apathy drowned out whatever curiosity this should have inspired for its extreme oddity. She felt tired.

Something inside herself, a not-so-small portion of her mind that she tried to think of as the "old Kyoko," was violently cursing her for letting down her guard, even under these circumstances. She'd fought on after friends and comrades had fallen before, almost too many times to count. Above all else, she was a survivor. Her first priority was always staying alive.

Another, darker and even less subtle part of her demanded action-to bask in bloodshed, revel in carnage and take advantage of the opportunity to forget painful memories and instead become the one doling out the pain to others.

_Two minutes_. The things would get here soon. She waited, breathing heavily and stomping her feet in impatience, watching the approaching beasts and psyching herself up. They took on the appearance of a flock of black birds, each the size of a small car. Kyoko guesstimated there were two dozen... and finally could wait no longer. Grasping her long spear in both hands, she propelled herself toward yet another group of familiars-the third distinct variety she'd encountered since entering this realm of misfortune.

She didn't bother to think about extraneous information like that, however: she was focused on one thing: the thing she was _best_ at.

She would sent things things back to Hell. She wouldn't allow them to molest her friend's body. The veteran had seen too many torn and mangled corpses inside Witch barriers during her experience, violated beyond death by the sadistic forces at play within the dark realms. These were not thoughts that occurred to her, though-her entire attention was consumed by the red haze descending over her world, entering a state that had once been so very familiar to her.

She was going to murder-kill them all to death.

Kyoko's eyes glowed crimson, her body radiating erratic tendrils of ruby energy. Her jump carried the warrior into the midst of the flock fifty meters above the lake, and the shut-down part of her mind passively noted hideous faceless heads like burlap sacks, bony human arms instead of feet, and ragged, flapping wings of midnight black feathers.

Tunnel-visioning as she zoomed in towards the enemies before her, subconscious combat awareness noticed no obvious weak spots, noted the curved claws.

The spear arced through the sky, its segmented length extended in a tremendous full circle strike. The glowing tip cut through several of the familiars, each one flashing as a it immediately and completely combusted, the blackened remnants quickly disappearing into oblivion. Drawing the spear back together, she continued to spiral the weapon around, catching another of the beasts as she flew toward it. Reversing her grip, she jabbed the weapon into the next creature, arresting her motion in midair before its charred remains seemed to fade from existence.

The bizarre, ebony-feathered familiars seemed to hesitate, then the majority dove toward her while a smaller group of four broke off, heading to the shore of the lake. Heading towards what remained of her friend, she would have thought-if she _could_ have thought.

But she thought only of destroying the targets that so willing got in her way.

In a blizzard of feathers, Kyoko used a quick boost of magic to climb upwards, another two charred corpses fading below her. Her spear stabbed back and forth like a striking snake, chains writhing, its deadly kiss an extension of the girl's will to destroy.

As three of the things collided with her, one grabbed her leg and skirt with skeletal-thin arms, razor talons digging in to her flushed skin. Kyoko gritted her teeth and pulled back her lips, the aspect of a snarling wolf playing across features accentuated by the long canines her sneer revealed. Sharp claws, twisted and black at the end of the creature's misplaced arms, tore into her outfit like it was normal clothing. She twisted, turning around inside the creature's grip. She brought her legs up, kicking powerfully and propelling herself up again, razored chains and stabbing blade flickering amongst her attackers like lightning.

A tiny thought in the far recesses of consciousness was tugging at her awareness. She'd allowed the spirit of the berserker to ride her before; had actively sought it out for a period of her life. It had been an unhealthy addiction that had led to pain above and beyond that which it had been used to suppress. Because that was ultimately what it had to offer: the ability to lose yourself in the blood-lust.

She'd honed her ability to control the rage, to stoke it, nurture it, and when the time was ripe to set it loose. But murderous anger was like fire; hard to control. Sometimes it just came out. She was as close to a master as anyone could claim to be at shutting down all thought besides that required to fight and kill. Ruled by instinct, an even more primal compulsion than emotion. Mami had never approved. Kyoko had recently avoided giving in to the dark urges that had so often plagued her since becoming a Magical Girl. The last time she had lost control was when she had been fighting that obnoxious rooking with blu-

Kyoko blinked her eyes, crimson dulling back to a darker maroon. _Sayaka! _Her objective had been to keep these creatures from reaching her... glancing around to assess the battlefield, she noticed the group gliding towards the shoreline where the body of her friend lay. _What's left of her_, a dark part of her thought insistently. _Plenty of time for recrimination later_, she remembered, based on past experience-sometimes it felt like that was the theme of her entire life.

A dozen or so bird-things hovered or dove around her-when one got close enough she held her spear overhand and thrust it with all her might, cupping her hands and propelling herself off the butt as it sunk into the twisted beast. Allowing the weapon to disappear from within the fading familiar, she hurtled toward the area where she'd left Sayaka.

The group of bird-monsters that had broken past her during the frenzy had landed near where she'd laid her friend's broken body. As she approached the hopping and flapping creatures, she was again consumed with single-minded focus... this time with purpose rather than blood-lust.

Falling fast towards her opponents, Kyoko prepared to strike, seeing the creatures surround the body of her fallen companion. They reached out with vicious black claws, fingers eagerly twitching to rend cold, pale flesh. The red-head narrowed her eyes, knowing she'd never reach all four in time. The silent but tenacious creatures she'd disengaged from were once again approaching, and there just wasn't...

...wasn't enough of her...

...to go around.

Kyoko's Soul Gem flashed on her chest, a rose-tinted burst of lightning. The veteran, scarred from her numerous battles as a Puella Magi, but even more so by the actions of her father on that fateful day so long ago, felt herself let go. For a long time, as long as she could remember, she denied a part of herself that she blamed for the tragedy that had befallen her world. Her experiences during the past days had caused her to revisit some old, painful memories-had allowed her to rethink her understanding of the world and herself, and begin to reassess her place within it. It had been one of the most arduous tasks she had ever accomplished.

_Mami would have been proud_, she thought with a gleam in her eye, only half-mockingly.

She seemed to flash out of existence in a burst of pale red light, reappearing as it went out-in five separate places.

"Rosso Fantasma!" five Kyoko's shouted, as five spears began slashing and piercing the enemies around her. For once, she said the words not with embarrassment or mockery, but something closer to nostalgia. The four beasts fell instantly to the assault, the wicked black claws fading away mere inches from the body below-

The body. A wave of despair began to wash over the battered survivor. For a moment, it felt like one of those clawed hands had started digging around inside her stomach. She briefly looked down, noticing the smear of blood along the flesh of her abdomen, exposed through a ragged hole ripped in her dress, too preoccupied to be at all surprised at the state of her tattered outfit or gouged skin.

The remaining dozen creatures were almost upon her. Steeling her resolve with the skill of a well-practiced veteran of battle and suffering, Kyoko turned to face the diving monsters with five pairs of narrowed eyes. Each set stared at the faceless heads with a stoney intensity, devoid of fear or anger. Filled with determination.

Kyoko surrounded the fallen blunette, facing outward in a star shaped formation bristling with eagerness to inflict violence. Clawed fingers grasping in anticipation, the familiars dropped down from all directions.

Five pony-tailed warriors took a step forward, unraveling their spears in a spinning vortex of bladed chains. Spinning the weapons overhead, the overlapping circles of whirling chain flensed the incoming creatures as they entered the weapons' reach, slicing them apart. Black feathers rained from the sky, vanishing in moments as the familiars faded into nothing.

Nothing remained of her opponents. She leaned on her spear, four of her images vanishing.

Kyoko had to resume thinking again.

_Life's so unfair_, she thought, thinking of a hundred different things that proved her point-but nothing so vividly as the girl lying at her feet. She tried to drown in the bittersweet memories brought forth by once again invoking her "special ability," as Mami had called it-she'd named it as well._ It's no Tiro Finale_...

Kyoko shook her head pragmatically. _I need to get out of here. Get Sayaka out..._

She looked down at her fallen comrade, saddened most of all by the limited amount of time she had been allowed to spend with the girl. She hadn't considered how large a part the rookie had played in the vision of her future, but suddenly she was confronting a yawning abyss of-

Breath catching in her throat, the red-head bent down, a look of dubious amazement on her face. The horrific wound at her waist had disappeared. She gently laid her hand on the younger girl's pale skin, rocked back on her heels and fell on her back, heart beating madly. She squeezed her eyes shut, a tear trickling down her sharp cheekbone, letting out a breath that seemed to go on and on.

Opening her eyes, she rolled on her shoulders, pushed up off the ground with her powerful arms, and landed on her feet. She took off running, not about to let one second of this radical change in emotion go to waste. If there was any hope at all...

She found what she was looking for quickly-she'd noted but not acknowledged the location during the battle. Gingerly, even tenderly, Kyoko picked up three quarters of Sayaka's leg, trying to envision the amputated limb as a part of her friend rather than a piece of meat. It was heavier than she thought-no problem, just oddly disturbing, as if the what she was holding was not distressing enough. She laid it down below the horrible wound caused by the moon Witch, pressing it firmly back into its original place. She watched in queasy fascination as the seam along the cut began to come together, fading slowly into a white ring of scar paler that even Sayaka's bloodless skin tone. She sat there for half a minute.

_Your stupid wish! Your selfishly selfless wish for that stupid boy_, Kyoko thought in wonder. _Come back. Come back to me._

Sayaka did not respond. Her eyelids didn't flutter and open, her chest did not begin to rise and fall. Looking more intently for clues about her friend's condition, her wild mood swings of the past several minutes continued. Just when she'd been ready to accept her friend's demise, she'd been given hope beyond her wildest dreams-hope that now began to turn sour as Kyoko gazed at the blue-black Soul Gem glimmering feebly from Sayaka's navel. Inky storm clouds from within the jewel were reflected in older girl's tired, disbelieving eyes. A black mist seemed to hover above the dull jewel, spinning, slowly being drawn into the vessel of her friend's soul.

_This is not how it ends._

A thought rattled around Kyoko's broken mind, its contents swirling around in chaotic blasts of vivid, painful memories. The fire. The fight with Mami. Her father's accusations. Painfully ironic visions of the future, her friend reflected in a bathroom mirror, the comfort of holding a soft, slim hand in the tunnel, Sayaka sitting cross-legged between some buildings, munching on junk food.

Absurdly insistent, Kyoko was forced to relive her friend's excitement and vitality, hearing her again and again exclaim "Good luck is on the way!" _Goddam Yan Yan prophecies_, she raged bitterly, shaking with emotion. She clasped her hands together tightly, her thoughts pleading. _It's just so unfair. After all I've been through, the least you could do is answer this one prayer._ But the universe remained as silent and uncaring as always had in the past. As she knew it always would in the future.

_%#$*ing lying Golden Egg,_ she thought irrationally-

Egg. The Witch's egg!

_How could I be such a fool!?_ she though as her image blurred across the beach, a leaping somersault carrying her over the lake before she dove in.


	7. Chapter 7

**Chapter 7**

Outside Looking In

As I crouch inside the small copse of trees in this uncomfortable outfit, watching Madoka through the crosshairs of the x6 ACOG scope from approximately fifty meters to the southeast, I'm reminded of a previous occasion. That happens a lot now. I am careful to keep my finger off the trigger-stud, knowing full well just how twitchy the girl could get me.

Its strange, but I could never talk to you like this before, when you were alive. What does it say about me when I can only confide in the dead, Tomoe Mami? Maybe it says more about you... still, I'm certain you'd like to know what was going on down here.

It had been another long, strange day. The conversation with Sakura Kyoko had been promising until the Incubator nosed in. Some of the things it said were... disconcerting. It was almost like the thing knew what was going on-knew that_ I _knew that Miki Sayaka-

[Scowl]

What happened? The stubborn fool had never survived today: one of the few consistently occurring events throughout the myriad timelines had been the failure of the immature girl's will, giving birth to a new Witch. A Witch who had, on every occasion, demonstrated an obsessive focus on her heart's desire: the Kamijo boy she so stupidly sold her soul for, yet couldn't find the courage to talk to once he was no longer confined to a hospital bed.

You've seen it. Couldn't handle it. Not that I blame you.

Kyubey tricked us all.

[Disdainful sneer]

And now Sayaka's leaving corpses behind, which will end up causing a lot of problems if someone doesn't keep cleaning up after her. Dragging those two men, and having to go back and search for the missing head-because that's not the kind of job you can do 90% of and get away with. And she have the temerity to imply something is wrong with _me_?!

Any wonder the boy doesn't return her affections, that cowardly brat? Always with her criticism and complaining. I'm so tired of watching her pathetic antics unfold. Although the time she went crazy and killed that arrogant snob Shizuki Hitomi _had _been pretty interesting...

[A small smile plays across lips, disappearing quickly]

I'm not getting callous-thoughts like that are just a coping mechanism. I'm fine. That timeline never occurred, so thinking about the people in them was an act of imagination, not remembrance. They left behind nothing to mourn, nothing to celebrate.

[Sad, blank eyes]

Except for Madoka. She's the reason I'm doing all of this. The reason we still have a chance.

[Clenches fist]

She's over there, miserable. Laying on her bed, curled up in a ball. So precious. Delicate. It tears me up inside, that I can't be there to hold her, to comfort her. I tried to, earlier on the street after Miki-san made her cry, but she seemed startled to see me. Maybe... after our earlier meeting tonight...

[Flushes uncharacteristically, briefly looking down]

All she wanted was to be taken home. Let a girl cry on your shoulder, yearning with all your soul to reach out and grasp the one thing you remain alive and fighting for, the center of your world, the person who makes all the pain worth it... but unable to do so. It hurts. It's so hard. Earlier, I had cried holding on to her-to full of pain and uncertainty that I couldn't get the right words out. Surely, she must have been feeling the same...? The parallels were there, I just... must have squeezed too hard. It was SOOO good to finally hold her again, though, I couldn't help it!

[Knuckles gripping gun turn white]

I can still feel the bobbing of her throat as she swalllowed, sputtering for breath through the worst of the weeping. The soft curves of her cheekbones glistening with tears in the streetlight, rubbing the moisture against the nape of my neck as I held her head on my shoulder. Those eyes aching with anguish.

Thankfully I was wearing my civvies; she was sobbing so hard, she got tears and mucus all over my shoulder. I'm never washing it again.

[Glower]

Damn you, Miki Sayaka, for breaking Madoka's heart. Life is sad enough, without adding to our friends' burdens. Even though what you said was, basically, right... I still will not forgive you. You are a liability, Miki-san, always have been and always will be.

And if you think you have something to say about me, say it _to my face_.

Madoka must learn to forget her, because one way or the other Sayaka is lost-when will she realize that Sayaka's no good for her? She's so critical, and bossy... trying to control what she does and where she goes. So possessive! Can't Madoka see that what she needs is me?

[Dreamy look]

When she was pressed up against me, those soft bubblegum lips buried in my shirt-I think there's a little stain where her lip gloss rubbed off, if you look at it right-there was a connection between us. That old spark. The red ribbon of fate, binding our souls together, naked and free of the worlds cares and worries, the corruption and sorrow that are otherwise the destiny of all Magical Girls. I could feel it, and I know she could, too. Even if she got all quiet afterwards... it was probably because of the strength of her feeling. I'll just give her time. Its a lot for her to process.

Together, we'll break the cycle of misery.

Maybe... maybe she isn't allowed to have sleepovers? Shoot, I knew I shouldn't have suggested that idea yet, it just kind of popped out while she was in my arms.

[Long, drawn out sigh]

Truth is, I forgot. Where, or when... I guess? I forgot that I was with the Madoka of now; the one who's only been bossed around and intimidated by the girl she knows as Homura-chan. I'm no longer Homura to my best and only friend-so much difference between us now, memories no longer matching up with reality. We've become strangers... that's why I said what I did after shooting the hell out of Kyubey. It just came out all wrong.

Shhhh... She's taking off her socks. Sigh. I miss those tiny pink toes so much; her dainty little feet were so deliciously soft and cute. I could stroke them for hours-they smelled kind of like melon! Just the thought of those little piggies curling up-

[Clears throat, adjusting collar with a finger]

Better scan the perimeter again. No telling when the little white devil will show up, but I'm not going until then. Madoka's too weak right now, vulnerable to the filthy lies it will undoubtedly use to deceive her. I must protect her. She needs me. I have to ensure that she's safe from its machinations before I can go look for Sakura-san. I'm not sure what to make of her...

So many complications. I have to admit, a partner would be nice this Walpurgisnacht. Which I'd like to think will be the last one, with an ending I can live with, allowing me to coexist in happiness and sin with Madoka for the rest of our lives... but somehow I can't muster up the mental energy to make myself believe that. I've seen too many mistakes, repeated again and again. I'm tired of the cyclical idiocy that seems to comprise 95% of human behavior!

[Intense look]

Wait-is that...? False alarm. I wish that creature would show his head already so I can blow it off. Where was I? Something about Miki-san, I think. Regardless... Kyoko would be a powerful asset. She brings a lot of assets to the table... and other places too, one imagines. Or perhaps you don't have to imagine, Tomoe-san. You two were awfully close in previous trips through this nightmarish chain of events. There's definitely something to her, that's for certain-but since I'm spoken for her charms don't work on me.

[Smiles in amused exasperation]

Really, Madoka? Throwing your stuffed animals will not resolve your personal problems-and knowing you, it will just make you feel worse for treating your inanimate companions so poorly. You are such a cutie. I'll protect you, and your innocence-yes, already picking them up, I see-Madoka, are you apologizing to them? Out loud? I wish I could read lips...

[Swivels gun]

[White, catlike shape emerges from a bush near the house, long ears trailing behind it]

There. Lock and load, little "Moe."

[Blur]

_Tick, tock, tiiick, toooooooooock, tiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiiii-_

_Pffft!, Pffft! ,Pffft! Pffft!_

_Pffft!_

_Pffft!_

_Click._

_-iiiiiiiiick, tock, tick..._

-there it goes, falling off...

[Reloads fresh magazine]

18 rounds in five point oh four subjective seconds. I continue to improve. Hit it at the perfect moment, up on that railing. The hollow points tore some gaping holes in it, clustered red craters where my tight groupings had laid waste to its eyes, neck, and body. Better safe than sorry, especially with small caliber ammunition.

Stay away from Madoka, Incubator, I've warned you!

[Pushes rifle barrel into the silver shield strapped to her forearm]

Proud of me? None of the shots came even near the house this time: positioning was everything. People tended to notice when a bunch of holes began appearing in the walls of their home. All anyone heard was a single muffled shot-not silenced but quiet enough to be masked by the background noise of the city-a passing bus, or plane overhead were perfect. The only sight was a single brief flash of muzzle flare, already partly compensated.

Plenty of sand left. Who knows, this may be the one. I can't give up hope. I have to help Madoka defeat Walpur-wait, no. That's not right. I have to prevent her from Contracting, her final request to me after wasting her last Grief Seed to...

I'll try to live up to my promise. No-I will live up to it. It's just been... hard. Things never seem to go right, the Incubator is always causing trouble for us, and Madoka... the former one, or the alternate one... it gets rather confusing after a while, but whatever she is... Madoka, my love, I will be there protect you. From Witches, and Incubators, from your friends... and even from yourself.

[Runs hand through long hair, flipping it]

* * *

The long-eared white creature waited up the road from the Kaname residence driveway. It watched, with gleaming pink eyes, as the shapeless, camouflaged figure arose from the foliage growing alongside the Madoka girl's home, removing a lumpy mask and flipping its long hair arrogantly.

_Clever, Akemi Homura. But a ghillie suit will not trick me again. Enjoy what limited feeling of success you believe yourself to have earned._

Kyubey waved long, ringed ears in concern, one again uneasy about the extreme irregularity of the black haired Magical Girl.

_Why is it I am unable to sense Akemi Homura's presence? Even now, though I'm further away from Kaname Madoka, I can sense her clearly. Intriguing. As before, the Madoka girl's aura remains... altered. The potential still great, but... I was sure that before, I'd sensed even more._

_And I am never wrong._

Something strange was occurring, that is certain. Akemi Homura was undoubtedly beginning to cause fracturing in the time-space continuum with her childish abuse of temporal mechanics. Tests were being run, but it didn't look promising. _The others are beginning to pay attention, and may soon contemplate taking action._

Time to resolve this. The cat-like creature leapt up, dropping over the fence and approached the window of Madoka's bedroom, stealthy paws impossible to hear over the sound of the pink-haired girl sobbing into her pillow. It eyed the remains of its other body regretfully, but time was of the essence.

Emotionless pink eyes glowed in the darkness, slipping through the open window.

The sobbing stopped.

* * *

**Bit of a change/interlude. Let me know what you thought. Back to team Sayako next chapter. Thanks again to all who've taken the time to read-double thanks to those who've commented.**


	8. Chapter 8

**Chapter 8**

Treading Water

Kyoko spun around, searching the bottom of the lake. Crystal clear, but dim, she could barely make out what seemed to be a bed of seaweed dancing slowly in the current, far below her. Her Soul Gem was sensing the Grief Seed somewhere down along the bottom.

Moving.

Something wasn't right. This whole place didn't fit with what she understood about Witches. _Or thought I understood,_ she admitted bitterly. Why hadn't the barrier collapsed on itself, as every other labyrinth had done after the Witch had been destoyed? She should have emerged, along with Sayaka, somewhere relatively close to where they'd entered, Grief Seed lying nearby.

Instead they'd been attacked by more familiars. There were so many of them, and so many different kinds. How had they survived the Witch's death? That had never happened before in her experience, either.

Sensing the dark energy radiating off the Grief Seed getting further away, Kyoko powered through the lake, relying upon her magic to squirt her through the water. Descending, she noted a row of stones or shells, or perhaps a white coral, edging the vast bed of lake weeds. As the hair-fine tendrils of the weed slowly swayed in the water, Kyoko saw how thick they grew and wasn't happy about the added expenditure of magic that would be necessary to cut through them.

Gliding several meters above the rippling mass, she noted a variety of colors even in the dim light: dark browns and reds, pale yellows, blues and greens. But mostly, black. Details noted and deemed irrelevant, Kyoko dismissed the observation from her thoughts, honing her senses to find the location of-

_There!_ She jetted through the water, towards a spot deeper in the lake where the dense weeds appeared to writhe violently. Stopping herself, she tried to figure out what was going on-the Grief Seed was right there! She slowly lowered herself to peer through the swaying vegetation-

Something grabbed Kyoko's leg, pulling. Even before she brought her eyes back, an instinctive slash from her spear cut her free, and she darted backwards. The seaweed...

The gentle, rippling motions of the surrounding mass of vegetation, if that's what it was, had ceased. The patch where she had felt the Witch egg had gone motionless. All of it, everywhere she could see, had begun to straighten, as if reaching, directly toward her.

Torn between recovering the seed for her friend and getting away from lake bed for her own safety, Kyoko felt writhing, twisted bundles of the fibers wrap around her legs. They had reached much further than she had anticipated, and as she brought her spear down in sharp, economical slashes, she couldn't help but feeling something oddly familiar about their touch.

Using her magic to rise above the increasingly threatening, not to mention creepy, forest of ropy tentacles, the red-head caught something flashing out from the lake bottom._ Here we go-_

Something the size of a horse burst out of the clinging weeds, like a squid swimming backwards, tentacles first-until she noticed that the tentacles were actually long, thin necks terminating in monstrous, dinosaur-like heads bristling with thin, sharp teeth._ Another familiar._

Kyoko's combat senses noted the mercurial quality of the creature's body, seeming to flow and reshape as it drew closer. The fangs looked solid enough; six of the seven heads came at her, mouths open to bite. The seventh remained closed, pulled back. It was fast, but not as fast as she was.

Holding her spear ready, the veteran noted the increasing power of the Grief Seed, confirming her suspicions that this thing somehow was holding it. _Whoever heard of a familiar taking a seed before?_ she wondered. _Doesn't matter_.

Adjusting her grip, thankful for the magic that sustained her without breath in this twilight abyss, Kyoko struck as the multi-headed horror approached. A blurring trail of crimson seemed to form an immense glyph as the blade slashed through the water. The cuts severed three necks, and she'd hacked one of the heads right down the middle. She tried to dart aside, but the creature seemed to anticipate her escape. Two long, rippling necks cut her off, repulsive maws striking like snakes.

Typically, Kyoko didn't get hit. But if she did, her Puella Magi outfit helped absorb some of the damage, while her natural pain suppression overcame most of the physical shock. Her dress had already been in tatters, and she foolishly hadn't thought to repair it in her haste to retrieve what Sayaka so desperately needed.

_You_ hoped _that was all Sayaka needed_, a dark thought amended.

Kyoko ignored the blood clouding the water, holding her spear awkwardly in her left hand, her right drawn close to her body. _Almost took it clean off_, she thought wonderingly, feeling the ends of her fractured forearm grating together. No stranger to injury, the veteran was still surprised by the extent of the injury.

The creature circled below her once, two of the severed necks reforming as it collected its sinking heads. The head that had been split down the middle appeared to be out of the fight, floating limply alongside its body as the beast turned to come at her from below.

Dipping further into her dwindling store of magic, Kyoko began the process of healing her arm, but knew she didn't have the required several seconds of time it would take to complete. She attempted to snap a barrier of energy around the thing, to buy herself a moment or two, but the creature burst out of the net of scarlet diamond-shaped chains with apparent ease.

_More Mami's kinda thing_, Kyoko thought sarcastically as the needle-fanged jaws began to envelop her.

Four rippling, eel-like necks darted forward, coming from above and below and both sides. She spun her spear around, allowing it to come apart in double-ended spiral of spiked chains and glowing blade. The incoming neck's were wrapped in the chains and bars, and before the liquid skin of the creature could flow around the entanglement she yanked the chain, hard.

As the heads began to fall to the bottom of the lake, Kyoko took time to slash at each one with her spear, sundering each in turn, before turning back to the large, finned and now one-headed familiar that swam down into the writhing mass of weeds, still straining upwards, tracking her movements above.

_Of course it would be in the last head_, she thought fatalistically.

Her right arm mostly healed, she swept her chain-linked spear down into the bed of weeds, cutting deeply. She continued, gouging deep furrows into the deep bed of weeds, finally connecting with the familiar. Metallic droplets were scattered as she lay into the thing, flailing the chain again and again, spraying waves of the mercurial liquid along the lake bed.

It disappeared, the Grief Seed immediately drifting down to the bottom.

Kyoko drifted down, reaching to pick it up-

Snatching her hand back, clasping the prize she'd desperately sought out, she hurtled upwards in near-panic, her eyes wide with what they'd seen. But what she'd seen was faster.

Hundreds of the bristly, knotted tendrils surrounded her, crawling over her skin with the unmistakable feel of wet hair, like her own ponytail after a shower...

The stones she'd noticed along the bottom of the lake were not, of course, stones. Kyoko had looked right into the empty sockets of a partially decomposed human head as she retrieved the Grief Seed. From that pale and bloated face, the sockets had seemed to stare right through her... and sprouting from the top of the skull, from the dozens, hundreds of skulls that surrounded her, was a thick, tangled rope of human hair, slowly stretching toward her.

Wrenching against the tugging, entangling mass of hair, the veteran Magical Girl felt a moment of panic as she failed to break free. She tried bringing her spear about, energizing it with the heat of her simmering anger-but the severed heads had begun floating off the lake bottom, hovering across the abyss with sinister intentions and skeletal grins. By the time she cut through a grasping hair-tentacle, two more had latched on. Looking around desperately for an avenue of escape, the red-head felt a wave of anguish wash over her as what little light from above was blocked out, the bottom of the lake nearly desolate as the rotting heads began to rise up throughout the lake... each reaching out toward her...

A desperate attempt to pull away-

And then it was dark as the cords began to wrap around her face, around her chest. She continued to struggle, but to no avail, the wet hair twining over her, cocooning her inside an unbreakable shell. She felt something tug against her chest, and stomped down a wave of horror as her Soul Gem was ripped away.

She clasped the Grief Seed tightly in her hand, feeling the spike dig into her palm. _Perhaps even this wasn't enough_, she thought tiredly. _Nothing else seems to go my way..._

Morbidly, she acknowledged that she probably didn't have long. Once her Soul Gem was far enough away-how far had Kyubey said? It wouldn't matter. The thought of her body, a mindless zombie cocooned at the bottom of this Witch's pit was deeply abhorrent to her, while her Soul Gem... what? What would happen? What would become of her?

Something inside her was at peace. The desperate need to save her friend, the emotional roller coaster of this whole barrier, the wave after wave of enemies, the worry, the unbridled hope followed by wave of anguish... it was only worth it... if Sayaka survived.

The irony hit her hard; that she would assign such importance to another person, of such significance that they alone could determine happiness or despair. She remember railing against those feelings of Sayaka's after the Kyosuke incident. _This is different,_ she rationalized. _This was real-_is _real_...

_Is it?_ a dark voice asked. _Is anything worth this?_

An image of what life would have been like flashed through her mind as her body continued to struggle against the entangling web of hair. Retreating from the Witch's lair, alone and empty-handed. Continuing her previous existence, a self-made exile, wandering, friendless, in search of the next seed. Nothing to live for, nothing to lose.

Also, no one to hold you back, no one to tell you what not to do. No one whose respect you crave, no one who's attention you've become obsessed with. No one who can twist your heart up, disappoint you, abandon you, betray you... and worst of all die on you. Die _because _of you.

_If you didn't care, you couldn't hurt_. It was a powerful half-truth, so long as you believed it.

But she didn't quite believe her mantra anymore. The blunette she couldn't get out of her head had somehow flipped a switch deep inside her, hidden even from herself. She had felt... comforted. No longer alone-like she had someone to share things with. Someone who's eyes told her she mattered.

Could she change so completely over the course of a few hours, despite the intensity of what she was feeling? It was ridiculous. She was who she was, but... she felt _ready _to change, even eager to, for the first time she could remember. A little bit, at least. She'd already begun watching her language...

_Well #%* that_, Kyoko thought venomously, struggling against her bonds with renewed fury. Bound so tightly, there wasn't much she could do. Focusing, she drew energy from her Soul Gem... at least it was still close enough-

Steely determination descended over her thoughts. She focused only upon survival. No more complicated questions, because she'd realized the answer. She would break free and save Sayaka and they would continue down the road they'd begun together. There was no alternative, because there could be no alternative in which she could live.

Pale rose light shone dimly from the tangled sphere of ropy hair, and Kyoko continued her struggle against the net, even using her impressive canines to fray the twisted mass covering her face.

She continued trying to break free until the Soul Gem was no longer close enough to exert its control over her body, and her lifeless, vegetative body hung limply, entwined at the bottom of the emerald lake.

At peace.


	9. Chapter 9

**Chapter 9**

Ghosts

An eternity of emptiness, then:

_Is this death?_ Thought existed for a moment, then instantly receded. Only pain remained. Pain of an unknown, all-consuming failure. She burned in the pain, writhing in agony, aware only of her suffering. Her head was aflame. _Let go_...

Something pulled her, painfully. Wrenching her arm. Trying to shake off the mermaid that was holding her, pulling her towards the light. Ethereal blue-grey fins stretched back behind them into the darkness.

Burning. Her head was on fire. No mermaids here, only fog. Riding, mounted on something. Walking through the fog, aimlessly. Was this her destiny? She felt the pull, the need to _wander_... It hurt... but felt right.

Forever, she would roam.

* * *

The shimmering, moonless sky lit up the shoreline of an emerald lake with pale, spectral illumination. A messy, ragged trench along the sandy beach emerged from the water, revealing a path that, a few meters ashore, resolved into a single set of footprints leading through the sand, staggered and erratic.

Halfway up a grassy hill a dozen meters from the shoreline, a figure trudged up the shifting slope, sending avalanches of sand behind her with every step of her blue boots. She carried her burden stoically. Her white stockings were encrusted with sand, and her clothes and hair dripped a stream of water along the curve of her body. She shook her head, clearing her vision of the clinging blue hair, and tried not to think about what had been done to Kyoko.

Sayaka had a difficult decision to make, but knew she had already made it long ago. Possibly, even before entering this maze.

* * *

After their late night snack binge in the alleyway, the two girls, still trying to get a feel for one another, had set off for Tomoe Mami's residence. Kyoko had been very confident about being able to get inside, and in all honesty Sayaka hadn't really wanted to slink home to face her parents' accusations again. However, on the way they had detected a fairly powerful Witch barrier-just the kind of thing Puella Magi were made for.

Not in the sense of serving Kyubey's mysterious purposes, she'd explained to the dubious red-head. Instead, she meant that Magical Girls were uniquely equipped to deal with the invisible menace the Witches represented to innocent human beings. She was compelled to fight it, before the Witch had moved on, escaping from her. From justice.

Of course she had _known_ Kyoko would come with her. The guilt she was feeling now paled to the heart-hammering elation she'd felt, this first test of their relationship-how far was Kyoko prepared to go? And sure enough, if somewhat surly and yawning, her new companion had followed.

She swallowed the shame that coursed through her veins, preparing to do the right thing.

* * *

Minutes ago, she had awoken; alive and re-formed on the beach. Of Kyoko, or anything else, there had been no sign. A few shouts, tentative at first, went unanswered. Wandering along the shoreline, testing out her recovery by putting her body in motion, she decided she felt pretty good. Alright, at least. Ok, actually not so great. Pretty bad, in fact. Worse. Something was wrong. Something bad...

Snapping out of the wild feeling that she was suddenly caught within, Sayaka studied the immediate vicinity, noticing a lot of tracks and impressions in the sand but unable to make sense of them. She shouted in exasperation, and began running along the shoreline. She quickly perceived movement from within the lake, the water visibly roiling out near the center.

Amazingly, once she dove underwater she had understood immediately what was going on. Picking out the massive sphere holding the body of her friend, she thought fast. Her energy ebbing, she summoned a spherical shell of insubstantial, vibrating strings. Encased within its hollow core was where she thought Kyoko must be held. Weaving strands of magical energy into the twirling sphere, she unleashed a cacophony of harsh, throbbing bass. The disembodied heads, some beginning to approach her with their long, tangled tentacles of hair, began to shake, the skulls reverberating, grinning teeth clicking and chattering. The skulls nearest Kyoko shattered, dozens of fragments crumbling in on themselves and fading, while a large area around the now-vanishing net of hair was swept clear by the sonic assault.

She swam to the figure gently floating toward the lake bed, not taking the time to marvel at the ease with which she flowed through the water. Almost without thought, she sent a spray of force behind her, long contrails of bubbles fanning out from behind her as she rushed to her friend's side.

She gasped, and for a moment became aware that she was breathing normally-but this startling realization was eclipsed when she finally took in the state of her friend's face.

_What did it do to you?_ she thought, outraged at the violation of her companion's once-pretty visage. Unfortunately, several dark possibilities demanded her immediate and total attention, clamoring within her reeling thoughts. She put them out of her mind, spending a moment to lay her hands on Kyoko's shredded, skinless face, choking back underwater tears and averting her eyes. More magic, and she began healing the crushed windpipe and spinal column. _If only I'd gotten here sooner_... The red-head floated, unresponsive.

The familiars, if that's what they were, the things that had _done this to her_... were coming back.

Enraged at the condition of her friend, Sayaka gently wrapped Kyoko, only partially healed, in a protective bubble of air and water, the act coming naturally without fully understanding what she was doing, only that she must keep her friend safe-these things would not touch her. She shot through the water, her sword materializing as a shimmering, six-meter blade that scythed through the water and the skulls of the encroaching familiars with equal ease. Her powerful surges of movement kept her out of the tentacles' reach, and she found herself reveling in the feeling of shooting through the water, propelled by the bursts of magic that sent remnants of familiars and sheets of bubbles in her wake spinning.

Almost too late, she was shocked to realize she could sense Kyoko-the real Kyoko, just ahead of her. In one of the familiars that floated toward her, tentacle extended. Confused, she cut the thing's long string of hair, pushing forward to grab the grotesque head with a white-gloved hand. The thing bit and chomped, trying to find a finger, but she slammed it against the pommel of her sword, shattering the thing's jaw. As it disappeared, she was left holding a smooth, oval stone the color of dried blood. Understanding, her initial elation was quickly overtaken by dismay at the dullness of the jewel.

She recovered her friend, heading toward the surface as fast as she could, a wide contrail of bubbling spray trailing off behind her, into the nightmarish abyss.

So now. The choice. Which was really no choice at all. She knew she had to repair Kyoko fully; she had begun to moan as Sayaka carried her, piggyback, across the beach and up this hill. After recent experiences, she needed a clear field of vision for peace of mind. Too many attacks had caught her off guard. With an almost wistful glance back at the lake, she idly wished she had found the Witch's Grief Seed, but there had been no trace of the thing's dark energy.

Pulling her hands away from the still-clenched fists of the girl before her-_Still ready to fight! _Sayaka looked regretfully at her own gem, pathetically weak-the merest flicker of sapphire hidden amongst swirling black clouds. Healing herself, after the damage inflicted by the moon Witch, coupled with the fight underwater, had left her exhausted. Adjusting her golden hairclip, Sayaka extended her hands, a glimmer of rosy light emerging from the cupped white gloves.

"Oh, Kyoko," Sayaka sighed wearily. "Thank you for coming for me. Thanks for always coming for me." It was impossible not to feel the darkness roiling through her soul, awash with fresh loss. But this time, at least, it was bittersweet.

Placing the oval gem on her friend's chest, the blue-haired girl laid her hands on the ravenged face, willing it to rejuvenate, repair itself good as new-pale blue light flashed briefly, and slowly dimmed.

_Let it be enough_, Sayaka pleaded, crumpling over.

* * *

_Goddam_, Kyoko thought. She felt groggy as hell.

Something was up. Her mental fog beginning to clear, the girl before her blowing away the mists of confusion like a sunrise on an early Autumn morning. _I must have socks cleaned_, she ruminated, mixing metaphors. _Thinking all poetical and $#%&. _Her hands unclenched, a sharp, throbbing pain in her left hand help focus her consciousness as she gloried in the pain, a promise of more feeling to come. _Not dead yet!_

Asserting control over her meandering thoughts, Kyoko shuddered at the memory of the entwining ropes of hair, her hand instinctively darting to her Soul Gem, breathing out a sigh as she found it there. She spat out strands of hair, gagging wretchedly until she'd picked the last from her teeth.

She was lying down on a grassy hill. Bent over, head in the dirt, was the achingly familiar face of her companion-the one she'd tried to save, even as she lay in the grip of oblivion, unrepentant and willing to fight on... only to fail... and be reborn again! Her mind reeled with the complicated events of the past few hours.

_Unconscious in a Witch's maze-and a strange one at that. Its a wonder either of us are alive._

She stopped, cold. Sayaka had yet to move. Turning, she rolled the girl over. Blue, watery eyes stared up at her, with a look part adoration, part exultation.

"Y-you're... o... k..." Her lips trembled, even as they pulled back in a pained smile.

"Of course I'm ok, thanks to you!" Kyoko leaned over, knowing her friend too well not to understand what had occurred. She picked up the black orb by its spiky tip, and brought it over in front of Sayaka's tired, pained eyes. A moment of incomprehension, then a widening of disbelief-

"Not to be anticlimactic-" Kyoko began, pulling up the younger girl's shirt, exposing the Soul Gem at her navel. A click as the Grief Seed was brought into contact Soul Gem-an absolute minimum amount of time wasted staring at the smooth, pale skin of her belly. She watched as the crescent shaped gem took on a lighter, more lustrous color. Aqua, Kyoko would have called it, had they not been in clear view of that damn lake of horrors.

She continued to watch the inky black clouds puff away from the blunette's gem, absorbed into the Grief Seed. _What the_- Kyoko squinted, unsure of what she was seeing. It looked like a trickle of... something... had connected Soul Gem to Grief Seed, just for an instant. A fork of black lightning, or a web of shadowy veins. There it was again!

A torrent of images swirled through Sayaka's mind, a maelstrom of alien memories. She threw back her head and screamed.

* * *

\/\/VVvv[12-.-33-.-10-.-40-.-1]vvVV\/\/

_A life of quiet defeat. A young girl, wearing an unfamiliar school uniform, quietly picked on, the object of scorn for her threadbare clothes and lack of hygiene. A hanger on, a person who'd tolerate being the focus of abuse, as long as it meant she'd be included. This was how she remembered herself._

_A hallway. A school. An incident of deep shame. Cruel laughter and bitter tears. Running, fleeing... and being found._

_By a long-eared white fox._

_A promise, and a wish._

_And just like that, she finally had friends._

Sayaka blinked, aware of Kyoko's concern, her own feeling that something was horribly wrong. Her brain felt scrambled. "That was weir-"

_A group. Sisters, friends. She finally belonged!_

_But it wasn't that easy. Even sisters fight, compete. The others grew cold and distant. The only time they'd spend time together was while fighting Witches. If only there was a way to get them to include me!_

_The fox's idea. He always seems to know where the Witches are. We'll be together as long as we're fighting them._

_He tricked us. The Witch was too strong, and we died. Almost._

"-ELL'S GOIN ON?!" The blue haired girl pushed Kyoko's face back, feeling the need for space. Her heart was pounding. "I think its done. I-"

_So alone. She didn't want to be alone, but the others couldn't see her. Just the fox. And it ignored me. It only spoke to the eater. And it said very mean things._

_Of course she had survived. The eater was lucky like that. But the fox said so many bad things about her, she just gave up. She changed.  
_

_And then she ate us._

_We had to watch, seeing through our Soul Gems what our friend, our leader, did to us. What had happened to her? I found out, as the despair became crushing defeat and overwhelming shame, knowing that everything had been for a lie..._

Maroon eyes hovered inches away from her own, quickly masking a look of worry as they watched her blink once, slowly. She wasn't about to jinx it this time-

_Hunger. She eats. I wish I was her. I'll join her. I too will eat. I'll watch over both, close. Not above, below with them. The shadows will stay above, to bring me tasty morsels. Pulling them up and choking them down._

_Waiting. Hanging on. Clinging to the thought of being together again. Even though she steals from me. Steals my sparkle. One day she'll remember. She'll include me again._

* * *

**Thought of ending with something like: Kyoko stared at Sayaka in concern: unresponsive, wide-eyed horror that had drained the pallor of her face to a bloodless white. It was as if she had seen a ghost...  
**

**But it seemed a little much. Anyhoo, thanks again to ShadowStealer, kyosayalove, angel0wonder, Otaku4eva99, Roboferret, and the mysterious double 0 for your comments. I really appreciate your thoughts and will continue to take advantage of the motivation they provide.**

**I'd apologize for double cliff hangers, but... you know you like it.**

******Speculation about the Witch's realm: I love it. Thanks angel and Shadow. I love clues. Keep it up.**

******I'm a huge fan of -double dashes- and am saddened-and dismayed-they don't quite work in this format. Lots, sometimes tons, of commas, and, of course... ellipses...**

*******Shameless plug* for some young friends' first written work of fanfiction: I Heard Kyousuke Kicked the Bucket by an incredible 11 year old, and Wolfenstein: The Aftermath by another, one of his first pieces of writing, ever (the idea of fan fiction lit a fire under him). An encouraging comment would do wonders for either. Both published under this account. Many thanks!**

******What follows is a brief explanation of my interpretations of some characters: skip if you couldn't care less.**

**Homura... ah, Homura. So complex, her reality so fragmented and warped by her incredibly bizarre (and painful) temporal experiences... would she not be a little bit, well, crazy? She's so fixated, that's why personally I like her so much-kind of an opposite to Sayaka: unconcerned about the welfare of anyone outside of her obsession, and willing to do whatever is necessary-or sometimes merely convenient-to accomplish her task. She's focused like a laser. Sayaka tries to do what she considers her duty (a lot picked up from Mami, who after all got eaten), trying to save everyone by rampaging about, plan-less but with noble intentions. Until she goes crazy, at least. Homura is methodical, a planner; Sayaka is passionate, loyal/honorable/duty-bound in an almost Bushido mindset-but is rudderless (and quickly runs afoul of a reef or rocky coastline, were I to continue the ship metaphor, which I obviously just chose to do). That's how I see it, anyway; the most amazing thing about pmmm is the possibility of multiple interpretations for a wide range of events and personalities.  
**

**Homura is a flawed hero; maybe even an anti-hero. "Creepy stalker" is just the tip of the iceberg... but I'll definitely be changing it if anyone has any strong objections. Just let me know. I think feet are kind of gross myself, but obsession does strange things to a person's brain chemistry. And the _real_ danger when it starts to escalate...**


	10. Chapter 10

**Chapter 10**

Stalking Prey

Kaname Madoka lay on the plush duvet covering her bed. Surrounded by a scattered horde of stuffed animals, she stared up at her ceiling, letting tears trickle down her cheeks. How had things gone so wrong?

She'd been so excited at the prospect of becoming a Magical Girl. To be a hero, fighting to help people like Mami-san... poor Mami-san-

The tears became sobs, and she threw her arms wide and let the grief have its way with her. Pity and horror, still as fresh and vivid as the day she'd seen Mami-san... beheaded. The sickening fear of watching her costume disappear, leaving behind the headless body of a young schoolgirl, pathetically small in the shadow of the hideous caterpillar-monster.

And then it had begun to devour the-_her_-body. She couldn't get the image out of her mind.

She bravely tried to compose herself, lower lip quivering as she breathed deeply through her nose. A brief spark of gratitude washed over her at the thought of being rescued by Homura-chan just in time from the Witch. But the warmth quickly faded as her mind turned to the girl's mysterious behavior from before, and what Sayaka-chan and Kyoko-chan had discussed with her earlier that evening.

She felt entirely different from the girl who'd talked with Kyubey in the park only a few hours ago.

Outside, hidden by the window curtains gently swaying in the breeze, soul-piercing pink eyes gleamed from the darkness with the anticipation of a hunter readying to pounce.

* * *

She'd almost been ready tonight, willing to ask her wish-she just hadn't been able to think of what it should be. It was a wish, after all, and she'd not given it much thought since Mami-san's death.

But then Homura-chan had appeared, and Kyubey's lifeless body, riddled with gaping red holes, had fallen limply on the bench next to her. Homura-chan seemed to have no concept of how horrifying the experience had been.

The tears, and the overpowering sadness radiating off the black-haired girl... it had been too much for Madoka, who was already walking an emotional high-wire in her search for her friend. She felt sorry for the once-confident-seeming transfer student, but her friend was in trouble, and Homura-chan's confirmation of Sayaka-chan's dangerous situation galvanized her into action.

* * *

"Don't you believe us?" the frightening red-head had exclaimed, towering over the pink-haired junior, still in her school uniform. "I thought Sayaka was your best friend?"

"U-uh..." Madoka stuttered, taken aback by the overbearing nature of the wild veteran, her cheeks flushing just a bit at the casual naming of her friend... although the pinkette, never one to think ill of anyone, had to acknowledge that Kyoko was almost purposefully disrespectful at times.

Sayaka didn't seem to mind; she stepped forward, looking such a mess that Madoka had truly been concerned she'd been assaulted or something when she'd first laid eyes on her. Now she stared, jaw slowly dropping, as the blue-haired girl casually pushed red-head's shoulder, seeming to meet her eye, and the hot-tempered Kyoko took a few steps back, leaning against a signpost and pulling out a stick of Pocky. These two had tried to kill each other twice!

Madoka blinked, ashamed by her awful manners-staring!-and watched Kyoko-chan offer the box to Sayaka-chan, who drew one from the package and immediately chomped it halfway down. "Last one," Kyoko-chan said, eyeing Madoka... and then closed the box and put it back in her pocket.

The pink-haired girl, who hadn't even wanted the treat, being more a strawberry person herself, was devastated. She'd just been purposefully snubbed, apparently by her friend's new...

New what? Friend? Or _best _friend? Or... Something strange was clearly going on between the two; Sayaka-chan seemed almost bubbly with enthusiasm, and kept bringing up Kyoko-chan during the conversation. Maybe it was Magical Girl telepathy, she thought to herself, remembering the long stares into those blue eyes herself, while Kyubey acted as some kind of cell phone for thoughts. It made her sad that she was missing out on something.

"Kyoko, not funny," Sayaka-chan barked, grabbing the box from the older girl, who tellingly did not raise a hand to prevent her. Madoka blinked back her tears, confused and feeling humiliated. Sayaka walked up, taking out the last stick of Pocky and handing it to to her classmate, who felt compelled to take it, even though she didn't really want it. "Kyoko's humor is a bit... on the rough side, I guess you could say," the blunette informed Madoka, with a roll of her azure eyes and a wry chuckle.

"Still, though, its true that transfer student has been acting suspiciously. I mean, she tried to kill me up on that balcony..."

"Luckily I was there to save the day," Kyoko muttered, as if to her self but too obviously loud. Sayaka looked at her with exasperation, and something else Madoka couldn't quite make out. It reminded her a bit, oddly, of Homura-chan... something about her earlier tonight...

Madoka listened as her friend continued her tale, not exactly doubting the blunette, but having a hard time accepting the decidedly sinister actions of Homura-chan. Sayaka-chan tended to see the world a little starkly, and it was possible Homura-chan had acted strangely without any evil intentions. But Kyoko was nodding that great red ponytail of hers in agreement; warning her about a Magical Girl she had seemed to be working with just yesterday!

Madoka couldn't help but feel a little disappointed at this reunion-it wasn't going as she had envisioned at all. She had wandered the streets of Mitakihara for several hours, hoping to find some sign of her friend; a friend she felt she had abandoned, feeling such exquisite sense shame and regret that she'd refused to stop even after night had fallen, and she became more and more frightened of Witches, having seen their handiwork firsthand on numerous occasions. Adding to her discomfort, several times she felt as if she were being watched... and then, after all the searching, all the worry and fear-Sayaka-chan was the one who found her, and with a new friend in tow. And although Sayaka was obviously much more... _Sayaka _than she had been during the past few days, there was something strange in the air. She was, sincerely as only a good friend can be, happy that her friend was happy, but she couldn't shake the feeling of being left out of something.

_Just how familiar are these two?_ the pink-haired girl had found herself wondering.

Kyoko-chan was the one who noticed the missing chunk of hair and commented on it. Wondering if the girl was trying to trick her, she noticed Sayaka-chan wincing in sympathy, and felt an icy chill descend over her thoughts. Her blue-haired friend led her to a window, and in the reflection of the street light Madoka saw that some of her hair-about 20 centimeters, had been cut from her left pigtail. It couldn't have been ripped, she'd have felt that much hair being pulled. She undid her pigtails, noting with dismay the raggedness of her hair once she'd let it down. A noticable patch was missing on the side. Dainty fingers reformed the pigtails with practiced motions, but inwardly Madoka was shaken.

_Who could be so mean as to do something so cruel?_ she wondered, trying to fight back a wave of grief at her lost bubblegum-pink lock of hair. Was she the victim of some cruel prank?

Sayaka had tried to soothe her classmate, consoling her and adding that it would grow back._ As if that really made it any better_, Madoka thought just a little bitterly._ It's not your hair that's all messed up._

And then, what she'd feared most. Sayaka telling her that she could no longer accompany her... _them_... on their hunt to fight Witches. It was too dangerous, she could get hurt-

"You could die," Kyoko tactlessly interrupted. "Probably, you will die."

Sayaka seemed sympathetic to her _new _friend's point of view, heedless of her old friend's feelings. "I love you too much, Madoka. I can't bear the thought of losing my dearest friend. Promise me you won't try to follow me, or anyone else, into the Witches' labyrinths. Only Magical Girls should even try taking them on. I apologize for the danger I've put you in." Sayaka had paused, muttering ruefully, "I can't believe I have to ask this from you, of all people! You have been crazy brave, wifu!" The blunette playfully mussed up her fellow junior's hair.

Madoka had smiled appropriately at the attempt to lighten the mood, but deep down felt a deep sense of rejection: made worse by the sullen looks Kyoko was giving her from where she slouched against the road sign.

Also, she'd have to get rid of the knots that Sayaka had just made in her long, carefully pig-tailed pink hair.

Inside, she was empty. Her worst fear had been realized. Her friend-the only one who understood what she was going through, with the death of Mami-san and the knowledge of Witches-now saw her as a burden. _Admitted I am a burden_, Madoka thought, wallowing in the anguished loneliness that she felt immersed in._ I'm so worthless_.

With her best attempt at calm, Madoka departed, dismayed at her friend's inability to pick up on her inner turmoil. _She's probably got more important things on her mind_, Madoka thought despairingly, sniffling in the back seat of the taxi Sayaka-chan had insisted on calling-although the blue-haired girl was strangely reluctant to ride with her. She implied something about unfinished business with Kyoko-chan, although the pinkette thought she might really be concerned with her parents' reaction to her arriving home at such a late hour.

* * *

_Important things_. Actions that made a difference in the world. Make it a better place by helping and protecting people. For a moment, tears forgotten, Madoka caught the same feverish desire for power she'd seen in Sayaka-chan: a way to make the world a better place. As it stood, she was nothing: not exceptionally beautiful, not smart, not an athlete or dancer or singer or any number of appreciated practitioners of talents held in wide admiration. She was just Kaname Madoka, a "good girl." People said it like it was a compliment, but deep down she had begun to wonder if they were being condescending-or if she were truly so bland.

Then she considered Kyoko-chan's glowering stare, and Homura-chan's obsession with keeping her from becoming a Magical Girl. Sayaka-chan fighting her former enemy turned recent friend, a battle to the death... she just didn't know if it was for her. She didn't want to fight other girls-she wanted to protect them and everyone else from Witches! No one should have to die like Mami-san had... poor Mami-

_Close enough_, the prowling figure thought to itself.

_Kaname Madoka, I'm sorry to inform you that you're friends, Miki Sayaka and Sakura Kyoko, are in grave danger..._


	11. Chapter 11

**Chapter 11**

Selbstzweifel

Madoka lay on the ground at her feet, the tattered, bloodstained uniform plastered to her chest around the fresh, gaping wound. The prone girl's huge, pink eyes gazed up at her pleadingly. "Why don't you help me? I came after you, to find you. I just wanted to help you!" Her bottom lip quivered as she sucked in a pained breath. "Please, I'm dying!" she whimpered. "You promised... you promised to protect me!"

Sayaka stared at her friend, seeming to feel the last of her life-energy drain away. Unlike with Kyoko, she had been unable to heal her friend. _This can't be happening_, Sayaka thought desperately.

A voice inside her, commanding, somehow _trustworthy_, thought_** Do it. Now.**_

The blue haired Magical Girl raised her sword into the air.

"Sayaka-chan, what are you doing?! You're scaring me! Please, help me, I'm begging you-!"

_**Kill her!**_ The voice insisted. Sayaka brought the sword down, severing the pinkette's head from her neck. A thin stream of blood jetted forth from the smooth slice, spurting into the grass beneath the trees, staining it dark brown. A pair of tiny feet twitched, once.

Two sightless, staring pink eyes seemed to watch her from the ground a meter away, uncomprehendingly.

_What the hell just happened?_ Sayaka wondered dazedly, her world dissolving around her.

* * *

[30 minutes previous.]

"So... you're telling me that you saw the Witch's memories, and she was a Magical Girl first, recruited by Kyubey, and her friends _ate _her, and her name was...?" Dark red eyebrows rose quizzically.

_\/\/VVvv[12-.-33-.-10-.-40-.-1]vvVV\/\/_ thought Sayaka with a sour face. It was less than helpful to Kyoko.

"Can you spell it?" she asked, feigning innocence. She was concerned about the interaction between her friend's Soul Gem and the Witch's Grief Seed. This idea of contact between... of Sayaka's mind being somehow infected by the seed, was terrifying.

"Great, Kyoko. Dumbass questions like that aren't helping-didn't you hear what you were just recapping? Witches are Magical Girls!" Sayaka cried, getting worked up. Kyoko was happy to see it, but remained watchful. "It's not bad enough that our souls have been ripped out to reside in these rocks-we are destined to turn into the thing we most hate! And 'her friends' didn't eat her, just the one who survived," she finished lamely, beginning to wonder if she was just going crazy. But it had been so real, so vivid.

"Sayaka, you gotta relax-remember, we talked about the possibility before, back at the station..." It has been something Homura said, or Kyubey, that had given rise to her suspicions. Sometimes it paid to have a reputation for... not being a deep thinker. "Keep it together; we gotta decide what to do next. What is, is. We gotta stay focused and finish this."

"Wow, really philosophical thoughts there, Kyoko." Then, "You're so full of crap."

"Hah, you got me." Kyoko flashed a villainous smile. "But it's not like we have a choice, unless you want to stick around bemoaning the cards we've been dealt."

"I'm not bemoaning anything, I'm saying this is really messed up!"

"Whining?" The red-head snapped her fingers. "Definitely moaning and whining going on around here."

Sayaka glowered, starting to fume. Kyoko punched her in the arm, hard. "Ouch! You jerk!" The younger girl's anger was dulled by the mischievous grin on Kyoko's face, much to her annoyance. Her hands up in surrender, the red-head backed away a few steps.

"There are times and places for everything, my friend," Kyoko began, "and now is not the time to be focusing on the crazy vision you just had, the nature of Witches, or any of that kind of crap. What we need is to continue on, or come up with a plan."

"You're the _veteran_," Sayaka muttered acidly, "I s'pose you have a plan."

Frowning, Kyoko shook her head. "This isn't like anything I've experienced before, this barrier is so big, so real! I mean, look at this place. There's a lake and sand and grass and hills and the trees and swamp... usually labyrinths are filled with all sorts of crazy sh-stuff."

"Like mustachioed puffballs with black scissors and barbed wire coming at you while two dimensional butterflies fly around the place?"

"Exactly," acknowledged Kyoko. "Or weird shadow-landscapes, or... whatever, just not big places that you could mistake for being real. I mean, I've never gotten wet inside a barrier before-or had to hold my breath..." She looked back at the lake, narrowing her eyes as she watched the smooth, emerald surface that lay before them.

"The sky's not real. The moon Witch was pretty low, compared to what it would be like n the real world. And there's no stars, just a glow." Sayaka tried to determine the direction of the light, but gave up in consternation. It was almost as if the entire sky was one vast, looming, glowing thundercloud.

"And so many familiars... and tough ones! It was like my outfit, my whole body, stopped protecting me. The hydra familiar was the worst-almost bit right through my arm. How was it here, and those flying things, after we killed the Witch?"

"After you killed the Witch. I was a little busy bleeding to death with me g-guts hanging out," Sayaka amended wryly, the carefree attitude she was projecting ruined slightly by the slight stammer and a brief, haunted look that passed through her eyes.

"Only after you're dumb ass pushed me out of its mouth. You're pretty brave, Sayaka," Kyoko added admiringly.

"You're pretty and brave yourself, Kyoko." Crystal blue eyes flowed over the veteran appraisingly.

"I-wah?" the older girl sputtered.

"There's more than one Witch in this barrier!" the blunette suddenly declared forcefully. "That's how the familiars stayed after we killed that Witch-and why the barrier didn't disappear! That makes sense, right?"

"Ah, it would if it I'd ever heard of more than one Witch-" Kyoko broke off, thinking back to some of the more esoteric babble that she'd been subjected to whilst discussing Walpurgisnacht in Akemi Homura's apartment.

Maybe Sayaka was on to something.

"Well, if that's the case, we got more work to do." The red-haired, maroon-eyed, crimson-dressed Magical Girl got to her feet. "We can keep talking on the way, but I think it's time we get moving again." She started to hold out her hand, but halfway let it drop as Sayaka stood unaided.

The blunette noticed, and halfway down the hill, heading toward the towering forest that dominated this side of the lake, slipped her hand inside the older girl's as it hung at her side. An electric current seemed to flow between the two, a tingling coursing up their arms, through their bodies, washing away the fear and fatigue of their recent experiences.

* * *

Empty-handed, she stopped abruptly.

Kyoko's breath caught in her throat: it was as if her heart had forgotten how to beat.

_It can't be_...

"Kyoko," the blonde Puella Magi said. "It's so good to see you again."

The red-head stared, thoughts scrambled by the sight she'd never thought to see again. Her maroon eyes drank in the image before her hungrily. The slightly naughty black boots, provocative stockings ending just before the cute yellow skirt-the only shade of that color that Kyoko had ever liked. The cinched up garter, with her generous... proportions shown off to full effect in that pristine white shirt. Slim shoulders framed by those amazing blonde curls she had spent so much time preparing everyday... that slightly ridiculous and completely adorable feathered cap...

As if having to work herself up to it, Kyoko looked into Tomoe Mami's face last, afraid of what she'd see there.

"Erg-" Kyoko began, unsuccessfully.

"Surprised? You shouldn't be. You're the reason I'm here, Kyoko." Amber eyes narrowed, smiling merrily.

"B-but... you died." She couldn't think of anything else to say. Had she been lied to?

"Not quite, Kyoko. Think about it. What do you think happens to Magical Girls when they die?" Mami asked, pointing to herself mockingly. "You put me here. When you left me, alone, it was only a matter of time. Death is not kind to the Puella Magi." Her expression had changed, harsher and leering.

"Admit it, Kyoko. Think about all I did for you. I gave you my help, my trust. A place to stay. Food. My friendship... affection... Love. My _purity_. And how did you repay me? Betrayal. Abandonment. You _left _me. I gave you _everything_... and you left me to _die_!"

Kyoko was staggered at the accusation, for it was one of the great regrets of her life. Her wandering had been, in part, due to a need to physically put distance between herself and the painful memories, equal parts from the tragedy, and the subsequent split with her partner. _I screwed up, bad, _she admitted to herself. She'd been a mess at the time. And had continued her mistake out of stubbornness, too proud to reach out to a cherished companion. A partner in the truest sense of the word.

Mami was relentless, her curls bouncing as she stalked toward her former partner. Her voice was raised, almost yelling-just about as loud as Kyoko had ever heard it, apart from that terrible fight...

"That's what you do, Kyoko, you abandon people. You leave them to die, feel nothing towards those who care about you, or what your actions do to them. Tell me I'm not right."

For once, Kyoko felt, literally, speechless. Her mind was blank. Mami glanced down at her chest, eyes shining.

"You left me to die, alone! That's what happens to the people who get close to you, Kyoko. Your blue-haired friend will suffer the same betrayal, you'll throw her away like a used rag once you've-"

Kyoko interrupted, shouting over the shrill, almost shrieking voice of Mami's tirade. "My father had just gone crazy and murdered my whole family, you idiot! My whole life was turned upside-down and just needed to get away..."

Mami had stopped yelling, and leaned close to Kyoko as she stopped talking. The red-head felt mesmerized by the liquid golden eyes that glanced downward before staring at her with vehement accusation. "_You _were hurting. _You _needed to get away. Its always _you_, Kyoko. What about me? What about us?

"And there's something else you need to think about. Why is it that you, a powerful Magical Girl, were unable to save your beloved family... your darling little Momo. Dead, because you didn't save her. She would have been how old, now...?" She waited, then seeing Kyoko would not answer, added scornfully, "You couldn't even keep her from being burned alive by your father. _You_, Kyoko. _You _didn't save her." Again, a long stare at Kyoko's chest.

Something inside the veteran, a survival-focused sixth sense, was tingling. The tiny fraction of her mind that was aware of something being wrong was entirely drowned out by the overwhelming majority of her consciousness focused on a Mami she'd never known: cruel and vindictive, so full of harsh judgement and irreverent spite.

Was this what waited beyond death? Consumed by hatred, anger and self-pity? The thought made her feel very sad, and tired. Melancholy.

_Not that she didn't have reason to say these things_, Kyoko admitted in a flash of self-hatred, still regretful after all this time.

That was all that was needed. Kyoko felt the hatred, a brief flash of regret bursting into a wildfire of anger and self-destruction._ I've hurt her so much!_ she thought, her rage an ember beginning to smoulder, ready to burst into flame.

Part of her wanted to use her spear on the woman before her; the other wanted her to hurt _herself_. The burning fury was beginning to bubble over from inside, and she knew she must take out her anger on something, immediately.

"Do it, Kyoko. Kill yourself. You'll be with me forever. Your sister is waiting..." the pretty blonde's voice echoed in Kyoko's thoughts, repeating.

Kyoko wasn't in to pain, let alone self-mutilation. She could take it, but she much preferred dishing it out. She'd survive until she was physically prevented from doing so. Life wasn't a gift, it was a prize wrestled from the jaws of meaningless oblivion. If you didn't grasp it with both hands, you were either a fool or seeing something she wasn't... but now she didn't feel so certain. It was difficult, so much worry and running and fighting. It was all starting to add up, telling her father about the Wish, the tragedy which ensued, betraying Mami's trust, leaving her to die alone... her new friend, even now lost, forgotten and unnoticed-

The tingling became a throb, and something tugged at her consciousness in time with the beating of her heart. _Where was Sayaka?_

Kyoko turned her head, scanning the horizon for her friend. _Nothing but trees_.

And Mami, leaning closer.

But the spell was broken along with the eye contact, waves of memory washing over the jagged scars Mami's accusations had left inside her, freeing her from the overwhelming frustration that had threatened to consume her. Without hesitation, the summoned spear imbedded itself in her partner's neck, the force behind it piercing clean through flesh and bone. Mami's body dropped to the ground, shimmering, then fading.

Familiar.

%&# .

Again, a surge of ferocious rage threatened to overwhelm her, but Kyoko focused her thoughts toward concern for her friend. The experience had left her deeply shaken, touching some of her darkest and consuming secrets... things she'd never shared with anyone. She tried to calm the hummingbird-pace of her heart. So many lies, but buried in difficult truths that made them all too easy to mistake for reality.

There was no sign of Sayaka, but the woods had become darker, more sinister-looking. She shouted, then screamed, but no sound answered her. She spun around wildly, searching for a familiar landmark, but it all looked the same-she couldn't even tell which direction she'd been coming from...

Stopping, she paused to take a few deep breaths. She concentrated.

_Sayaka_, her mind called out, powered by yearning desperation._ Sayaka, its me! Hear me, Sayaka. Whatever you're with, its a familiar! You have to kill it! Cut off its head_!

She felt a connection, a sense of hesitation, doubt. A denial. _Not her!_ it seemed to say.

Kyoko could well imagine the turmoil that must be going through her friend's mind. She focused her will upon the image of the younger girl, trying to force her to listen. _Do it. Now._ A feeling, one last doubt.

_Kill her!_ Kyoko demanded mentally.

* * *

Sayaka wiped her streaming eyes with the back of her left glove-being careful to avoid the vomit and bile covering the other. She still felt queasy.

"S-sorry," she stammered, as she rose up; Kyoko continued to hold her hair back until she'd stood, letting go abruptly to grasp her friend's wiry shoulders, giving the hard, tense muscles beneath a quick squeeze. "I... I'm ok now, it was just..."

"You don't have to talk about it," Kyoko said to fill the silence. She certainly didn't want to talk about her experience. Who had Sayaka encountered in her own personal hell? Had it been her friend, the pinkette? A premonition of misery struck Kyoko, just barely keeping her from asking outright.. She had to know if her suspicions were at all true, but was afraid of the answer. "Sometimes it helps to talk, but not always. But if you want to, I'm here."

Sayaka's eyes burned an icy blue, incongruous with the fresh wet trails running down her cheeks. "I don't want to talk right now. I want to kill whatever created those... things."

Letting go, Kyoko summoned her spear, beckoning the younger girl to follow her as she bounded up one of the large trees, happily avoiding the topic on her mind. Approaching the top, she noticed they were all of uniform height-unable to find a good piece of elevated terrain, she leapt straight up, taking in her surroundings.

Back behind them, the lake, and the swamp, hazy and indistinct. Ahead, she made out a small glade amidst the endless forest, the glint of something catching her eye near the apex of her leap.

"This way," she called to her companion as she caught herself with the flailing chain-staff-spear, taking off over the treetops, bounding across branches. Sayaka did everything she could to keep up with the fleet and agile veteran, the speed of her passage causing the white cape to ripple and snap behind her, only catching up when Kyoko paused several hundred meters from the edge of an opening in the trees.

The Witch they found within the glade stood in front of what appeared to be a hovering mirror. Her long, blonde hair hung well past her shoulders, flowing down to the small of her back. As the girls approached cautiously, they saw that the hair flowed down from all directions-even over her face. Disturbingly, it was impossible to tell front from back.

Kyoko caught her friend's eye, a few quick motions of her hand indicating her intentions. Sayaka stared at her blankly for a moment, then shrugged her shoulders with a questioning look on her face. Kyoko resolved to teach the girl some tactical hand signals, pointing first at Sayaka, then herself, then the Witch, ending with her hand slicing across her neck-sticking a tongue out as if she were dead, just to get the point across. The blue-haired girl nodded.

The shimmering sword and glowing red spear-tip cleanly bisected the Witch, quartering her instantly. She faded, her solidity vanishing into a small black speck. The Grief Seed hovered for a moment, before dropping toward the ground. This time, Sayaka lunged for it immediately.

"Well, that was easy."

"Too easy," complained the younger girl. "I'm... unsatisfied. Far too quick, with way to little pain." Her jaw was clenched, teeth gritted.

The glade, and the forest full of trees, suddenly wavered.

Almost as if the barrier was collapsing, the girls watched the area around them dissolve... but instead of the streets of Mitakihara, they found themselves back at the emerald lake.

"I need to check something out quick," Sayaka said as she took in their surroundings. She ran towards the water. Kyoko felt a wave of concern wash over her, the evil memories of the horror underneath the surface bubbling up from inside. She had to stop herself from calling out as the headstrong blunette reached the shore and dove in headfirst.

She emerged what seemed like an hour later, but Sayaka's own reckoning was more like 5 minutes. Laughing, she informed Kyoko that everything in the lake, by which she meant the skulls-with-tentacles-of-hair, was gone. She felt better, knowing that, despising herself for her weakness.

The veteran held up her clenched hand to take her mind off it, dramatically opening it like a flower, displaying the black, spiked orb held in her palm.

"Who gets the first hit?"

* * *

**Please keep reviewing: let me know what to improve, what you thinks going on, or whatever. Aside from the main pair, anyone else you'd like to see more (or less) of?**

**Thanks again to all reviewers: Otaku that was exactly what i was going for in ch9, it was so awesome to hear you say it. Thanks! And I've been trying to crank something out every day without getting burned out, which has been lots more enjoyable than video games for the moment...**

**Patriot: First-comer, yes. (as are the other two stories under this account, written by considerably younger writers). Thanks for encouragement, and same for kyosayalove.**

**Shadow & angel: awesome! Reading your reviews was such a great way to start my day-so much of what I hoped to convey has gotten across, but not too obviously so you hopefully still have something to look forward to. Keep up the great speculation, as you can see lots of your thoughts were in sync with what's going on!**

**Apologies for lack of diligence while spell checking, and if i fail to correct/update your suggestions quickly enough. I will, and try to go back and proofread. But it ends up taking quite some time, so... rough around the edges.**

**And if anyone has ideas about pronouns/descriptors other than the red-head/red-haired girl/older girl/younger girl/veteran/crimson-eyed/blue-eyed/blunette cycle, please let me know!  
**


	12. Chapter 12

**Chapter Twelve**

Nobody's Home

Akemi Homura hopped from building to building. Her stockpile of Grief Seeds, always one of the first things she focused on in her never-ending setup cycle each new timeline, was more than adequate to justify some extra speed to reach her destination quickly. This was no frivolous journey, she told herself, fingering something in her pocket. Her anxiety began to ebb, replaced by the growing feeling of expectation that was building up inside of her-expectation that invariably was disappointed, shattered, leaving her filled with more heartache.

But never regret. The overwhelming sense of hope, dashed so many times before this-so many time_lines _before this, once again began to well up inside of her. She was about to see Madoka again, and had a solid reason to approach her. A disconnected portion of her mind wondered how she'd take the news, and if being the bearer of bad tidings was a good way to get close to someone. It was ignored in the warm pink glow that dominated her thoughts, but a new speculation entered into the mix.

Maybe Madoka would need consoling, someone to talk to, cry with, hold on to. _Perhaps, in her despair, she will see that its me who can ease her pain, that we were meant to_-

_That hasn't happened in a long time_, the disconnected part of her murmured. _If it ever really happened at all._

Homura leapt across a street-wide chasm between eight story office buildings on the outskirts of downtown Mitakihara, her motion sped up to the point where she was just a blur through the night sky, briefly eclipsing a trail across the stars that hung above. Oh, how she _hated _that voice.

This time was different. Something had changed. The foolish girl Miki Sayaka had somehow, miraculously, not become the thing she was destined to be. Even if she hadn't lasted long after, it was still a break with previous experiences, and thus extremely encouraging.

Was it because of Kyubey's hints and innuendo, when it had interrupted their planning for Walpurgisnacht? Had Kyoko read between the lines and understood what they had been talking about, that the destiny of Magical Girls is to become Witches, or that Sayaka was about to undergo that dark metamorphosis herself? That _thing_ always seemed to know too much, exactly what to say in order to muck up all her carefully laid plans...

She'd been there, tracking the barrier she'd detected, understanding who was inside. Something had seemed wrong about it. She had not encountered it during a previous timeline, either-she would certainly have remembered. She detected signs of combat, apparently lots of it, inside the Witch's lair. Her potential ally, and her... what?

_Arch-rival for Madoka's affection_, the voice in her head supplied.

_Precisely_, she agreed, wondering if it were mocking her. As she landed on the building's roof, her boots echoed three steps before she jumped again, compensating vertically with a magical boost as she aimed toward the twelve story building that stood at the end of this district. She'd cross the expressway on the pedestrian bridge, close to where her adorable pinkette had impetuously thrown away Sayaka's Soul Gem. She'd saved the blue-haired rookie from getting the crap beat out of her, much to Homura's frustration. It was too far a gap to hop, it wasn't like she purposefully went out of her way to revisit locations important to her shared history with Madoka. After that it was through the market, past the elementary school, and then into the suburban district where the Kaname residence was located.

* * *

Purple eyes gazed intently at the flowerbed outside of the Kaname residence. Homura had grown used to the immaculately manicured lawn, the pristine garden filled with all manner of exotic and colorful flowers, the imposingly modern design of the house... everything about the place screamed wealth. During her first visit to the house, way back when she was Moemura, she had literally shaken, overpowered by modern, understated opulence. She could barely remember that person now. So... pathetic. Timid, weak, and utterly unworthy of friendship from someone as good and kind and wonderful as Madoka was. And yet, even before she'd become a Puella Magi, the pink-haired junior had seen something in the transfer student, had accepted her and included her. Encouraged her.

She sighed, remembering Madoka as a Magical Girl. She had been such a powerful influence, not only to her but the rest of the local majou shoujo. Even Tomoe Mami had deferred to her on occasion, the blond senior laughing it off when she found herself out-argued by the small, unimposing yet oh-so-passionate Madoka.

_She's like a force of nature_, Homura thought, not for the first time. Elemental. Pure. She never gave up-and she'd so often win! That the victory was short-lived, snatched from her grasp... was immaterial. One day, she, Akemi Homura, would find the right timeline, the one where Madoka survived and loved her and where they could live together, forever.

_She gave up when she made you promise to prevent her from becoming a Puella Magi_, a sinister, disconnected voice whispered. _She gave up when she asked you to destroy her Soul Gem. Interesting that, of all your promises, you choose to keep the one to Suicide!Madoka._

_Kyubey_. It was the source of their problems, their failures, again and again. Ignoring the voice, she focused on her hatred of the white creature, so inhuman as to be depraved... evil. But it wasn't, at least not that she could tell over her numerous encounters with it over the timelines. Just completely alien-it sometimes knew the right things to do or say, but that was a function of its "vast intellect," not any ability to empathize or understand.

None of that mattered: all that did was that Kyubey sought to bring about the destruction of the world, with Madoka as his Avatar of Armageddon. And she would not let that happen.

She was waiting outside Madoka's window-once again foolishly left open, the curtain swaying in the light breeze. She crouched patiently, watching for signs of wind. The light inside the room was on, the one on her desk. The shades were closed, and there had been no movement within for the past several minutes she'd been waiting.

Lurking in the shadows, she heard the soft rustling from the trees behind her; tensing, she watched the flowers beneath Madoka's room bend and sway, then waited until-

The breeze caught the curtain, and it billowed inward. Homura stopped time, got up and walked confidently but quietly, towards the house. She vaulted up, boosting herself to the 2nd floor ledge outside Madoka's room, bending over to peer inside. Disappointed, she slid through the gap the wind had created, careful not to touch the rippling fabric.

The things you did while time was stopped sometimes had strange effects. Say you took a hundred steps on concrete: when time began again, all those sound waves would go into effect at once, creating quite a clatter. Moving stuff around, like a curtain, while someone looked at it, also caused problems. The sudden shift or placement of objects was severely disconcerting to humans, and more often than not their thoughts turned to ghosts.

She hadn't wanted to encounter a freaked out Madoka. She'd learned that lesson the hard way.

But, she admitted, that would almost have been better than no Madoka, which is what she had right now. Gazing around the empty room, her eyes took in the places Madoka spent the most time. She stepped over to the bed, running her hand across the soft, heart-themed blanket-pink hearts so indicative of the beautiful and loving spirit of the girl who slept underneath them every night...

She admired Madoka's stuffed animals spread across her pillow and the top of her bed. Not their chibi-cuteness or how plush they were-although she was amazed at the rabbit's soft, white fur, stroking it absently. She admired the love and affection they received from their owner, whom Homura had watched time and time again hug, cuddle, snuggle with...

_Jealous of a stuffed animal, now?_ something, somewhere, thought.

She was drawn to the desk, with its state-of-the-art computer/touchscreen, reminding her of a Navi from Lain. She shuddered, remembering the dark and depressing show she'd watched when she was much younger-so much pain and suffering! She'd been scarred by it, a bit. The suicide... awful. Anime was supposed to be fun and action-packed, that or romantic. Who would take pleasure in making people feel sad and depressed, wallowing in the misery and misfortune inflicted upon helpless characters? The real world has enough of that, already. The tip of something white and fluffy disappearing into her shield, the raven-haired girl crossed the room in two steps.

Her computer was off, the desk scattered with English worksheets and translation dictionaries. She scowled at the amount of effort Madoka had evidently put into the subject-it was a ridiculous language and a waste of the pinkette's time. She tried so hard, yet was a middling student. Homura had always been bright, if lacking the confidence to actually succeed-the time in the hospital had recently taken a toll, but with access to multiple timelines, she'd quickly mastered the material before deciding that it all was of limited use to her quest, and quickly abandoned study of any non-martial art.

Homura's eyes were drawn to a small note taped to the bottom of the computer screen: the darling girl's passwords and logins for various school and personal online accounts. Her eyes lingered on them for a moment, then passed over the rest of the table.

They matched the codes Homura had memorized timelines ago.

She also knew locker combinations, pin numbers, and a host of other useful bits of information. She needed to know as much as she could about the pinkette, so that she could fulfill her promise and keep Madoka from becoming a Puella Magi.

Maybe... Homura's heart began to beat faster, a throbbing she could feel in her ears. Flipping her hair back, she opened Madoka's bedroom door, walking out into the dimly lit hallway leading to the large open balcony and staircase to the main floor.

Tiptoeing, she made her way through the house, unable to hear her movement over the sound of the beating of her heart. As she approached the door at the end of the hallway, she paused to take a deep breath. Her heart felt ready to burst out of her chest, she placed a hand over it, willing it to slow its frenetic pace.

It did, until she reached out to open the door. Very slowly, she turned the handle, pulse going into overdrive as she swung it wide enough to see inside-

The feeling crashed, leaving her weak-kneed. The bathroom was empty.

Nobody brushing their teeth, or coming their hair. Or sitting on the toilet. Or bathing...

Maybe she's in the one downstairs, she considered. It was unlikely-it was late, why would she have down down instead of across the hall, but... it was worth checking out. she had to be sure.

* * *

Lightly hopping down from the ledge, Homura realized she'd forgotten to put back the socks she'd absentmindedly picked up while rooting through Madoka's dirty laundry for clues to her whereabouts. She hadn't found any there, or on her computer. She'd allowed time to resume, since she couldn't get electronics to work when time wasn't allowing the transmission of energy. It was a slight risk; the sound of the computer booting up was the loudest noise she'd make. The virtual keyboard had made no clattering as she punched in codes, the touchscreen requiring no clicking mouse as she checked her friend's recently visited sights and social network account. Both were full of Cute Kitten video links and cheery comments.

_No sense going back up_, she thought. With an internal shrug, she pocketed the socks-

_Where's the body? _Homura froze, her purple gaze taking in the area underneath the ledge's railing, seeing... nothing. Her mind reeled with possibilities. How had she not noticed the missing corpse of the Incubator? She'd been so worked up about getting inside, she hadn't even remembered that she'd killed it here a little over an hour ago.

Maybe an animal, a dog or something, had taken it. It was possible. But Kyubey didn't bleed, and didn't seem to be flesh in quite the same way as beings from this world. Perhaps a gardener or something had removed it? Doubtful, it was well past midnight, and she'd never encountered anyone wandering the grounds after nightfall in any of the hundred-odd times she'd visited the Kaname residence under cover of darkness.

That only left...

_The Incubator tricked you_, something inside her tried to say.

"NO!"

Homura froze, the sound of her shout echoing off the wall behind her. A dog started backing up the street. A light came on in another part of the house.

Homura did what she had been doing for so long: stopped time and retreated. Flushed with the beginnings of panic, an all consuming-worry beginning to suffocate her thoughts, she fled into the darkness.

_I should have had enough time! Miki Sayaka, if anything has happened to her because I was forced to leave her to chase you down, I will make you pay dearly! If you've caused me to fail again, I'll kill you!_

* * *

**_Thanks again for all reviews, please continue. Its late and I'm tired, individual responses later._**


	13. Chapter 13

**Chapter 13**

Rumination

Kyoko tossed the blackened Grief Seed across the hilltop, watching Sayaka's gloved hand dart out like a ivory snake to grab it. Her azure eyes gazed at the roiling darkness, contemplating.

Understanding her friend's hesitation, the veteran Magical Girl was on high alert for any spooky stuff that might arise in the immediate future, senses feeling extra keen after the recent infusion. She'd topped off her magical energy, ridding herself of the murky clouds that were beginning to form, the Soul Gem at her chest glowing with what she considered a defiant crimson hue in the twilight shadows of the Witch's barrier.

Sayaka had called it "rosy." _Please_.

_Witches' barrier_, she amended, thoughts darkening. She knew her body was tired, going on exhausted, but the energy coursing through her and the knowledge of all the tight scrapes the two of them had gotten out of gave her an invigorating perspective on life. She was almost happy to be here, with her friend, in the depths of some nightmarish hell, fighting to stay alive and, if possible, give the rest of humanity a little help in the process.

_Crap_, she thought to herself. _I'd much rather be snuggled up in a nice warm bed_...

Piercing maroon eyes focused on the white-caped girl for a moment before continuing their wandering across the dark landscape._ Come on_, Kyoko thought... demandingly? Encouragingly? Her emotions were hard to pin down at the moment; she didn't know if she wanted Sayaka to hurry up and make a decision, or just use the damn thing and see what creepy vision she came back with this time... _Maybe it was a one time thing_, she considered reasonably, _its only happened once_. But something inside her was sick with a gnawing sense of dread.

Consciously avoiding further meandering along that stream of thought, or dwelling on the change she'd sensed in the girl after her... ordeal in the train station, Kyoko turned her thoughts to another worrisome example of their multitude of problems. It was difficult to judge time within a Witch's barrier, but she knew that typically you were in and out within around twenty minutes, give or take a quarter hour. She herself had gone in after fifteen minutes to help Sayaka during her battle with the praying Witch. She knew for a fact that they had been trapped in here for far longer than that. Hours, at least.

And trapped they were. Sayaka had noticed what she had picked up on before heading into the forest: the cavern entrance, which had led them into this level of hell, was gone. Solid cliff face, no sign of a hole or crack or anything. Sayaka had merely raised her eyebrows, to which the veteran had shrugged. What else could they do?

"I'll... keep it for later. Just in case," her blue haired friend murmured, sounding slightly ashamed.

"Good idea," Kyoko said loyally. "You're in good shape-use it when you need it." Maroon glare met liquid blue stare. "As long as you _do _use it when you need it." The older girl watched hopefully out of the corner of her eye, waiting for her to slip the seed inside her ridiculously hot blue brassiere. Despite Sayaka's protests, that thing was definitely not a piece of "strapless armor." That has to be where she puts stuff, Kyoko had realized in a stroke of genius: there were no pocket's in her "battle skirt." The veteran, watchful and slightly paranoid, had noted their absence during a thorough visual inspection of her opponent's posterior.

Instead, the blunette seemed to push her hand into a fold along her cape. As she dropped her hand, the fold seemed to disappear, along with the seed. _Hmmm_, Kyoko thought, looking down at the ruffles of her dress with a frown. After a few moments, it seemed too silent, and she glanced up.

Sayaka's eyes seemed focused a thousand miles away. Or perhaps in another reality entirely. Kyoko understood all too well what the problem was. The traumatic events of the doppelganger assault were fresh, and she herself was wrestling with old demons and dark new thoughts triggered by its maniacal tirade. Beyond the analytical concern of how such a thing could essentially read her deepest, most hidden thoughts-for that is exactly what it had done-even more consuming were the deep emotional scars that had been ripped open after having spent so long ignoring them. She was having trouble focusing on their current predicament, her thoughts wandering to Tomoe Mami and the experiences they had shared. She was amazed at how fresh the memories seemed, bright golden hair, twinkling amber eyes, the puffy down comforter on her bed, the intricate pattern of the fancy toppings she'd insisted on decorating even the simplest of desserts with...

As for the mind reading, she remembered how doppelganger!Mami had appeared to stare brazenly at her chest-it had to be connected to her Soul Gem, she thought, suppressing a shiver of dread. The bottom of the lake had given her an entirely different perspective on what it meant to be a Puella Magi, and the dangers associated with having one's soul held in an outside container.

Ironically, she knew this was exactly what Sayaka had experienced so long ago-or was it just the other night? So much had been going on since she'd gotten to town; it felt like she'd lived here for weeks. It felt like she'd known this marvelous person in front of her for... months? Years? For...ever? She pushed away the thought, mentally chastising herself for being ridiculous.

Some instinct, some flash of insight long buried within her clever, if atrophied, mind... something lit up inside her, and for once she knew exactly what to say.

"It happened to you, too. What happened to me under the lake. When Madoka threw your Soul Gem off that pedestrian bridge."

Sayaka's stare became more focused, almost quizzical for a moment before her eyebrows raised and a look of sympathy washed away her worried expression.

"You don't have to tell me about it, and you don't need to say anything about the... other thing. But if you want to, you can tell me anything. I can tell something's bothering you... and wanted to let you know-I'm pretty freaked out myself." Sayaka's eyes widened, disbelieving. "Being brave isn't about not getting scared, dumbass, you should know that with your whole Bushido fixation thing. Its about being scared %#$ less and still being able to keep on keeping on.

"When I fought M-... th-the doppelganger," _% #$, _Kyoko thought-

_Interesting_, noted Sayaka, intrigued despite herself. She'd been concerned about her new partner's reticence to provide any details about her encounter in the woods. She'd wondered if it had been with her sister, the nightmare of failing to protect a wonderful innocent person from the horrors hidden behind the thin veneer of modern life in the civilized world. _Poor Kyoko_.

Recovering, Kyoko started over. "That thing shook me, played with my thoughts and memories. That's what made it so horrible for me. I imagine it was something like that with you." She saw confirmation within those hurt, sky-blue eyes. "Even if you can't talk about it, at least you know that I know how you feel. It helps me, knowing you've survived your... experience. With your Soul Gem. It was... very disturbing," Kyoko finished, laying it on thick with a theatrical shiver.

Sayaka blinked, a single tear trailing down her cheek. Eyes brimming, she stepped up to the red haired veteran, embracing her in a tight hug. Kyoko squeezed back, but continued watching the horizon.

The place was starting to shift, change in bizarre ways. Absentmindedly, she nuzzled the blunette, gazing at reality breaking down. The arrival of chaos. The far shoreline began to ripple, ghostly and indistinct.

It was time to get going.

Kyoko felt strength flowing into her from the younger girl embracing her; almost a tangible, physical presence within her. She smiled, hoping her friend felt something similar, glad to have helped and be helped.

Always easier

to be brave when you're being

brave for someone else

-Kyo-ku

* * *

The transition from lake shore to bog was abrupt. One moment, they'd been walking along the increasingly bizarre landscape: transparent water disappearing in the empty-seeming bowl that had once held such danger. Blobs of light seemed to hover, shimmering in the air, amorphous and flowing. The two shared a significant look.

Then, as if a cloud had suddenly crashed from the sky, they were surrounded in thick, swirling mist. The whorls and vortexes that seemed to form within the dense, moving fog seemed to make shapes, characters. Kyoko nearly jumped when what looked frighteningly like a human hand formed and clawed at her from the mist-only for a moment, then it was gone. Sayaka had noticed her startled jerk, and her cheeks began to burn, worried the other girl might think she was jumping at shadows...

The younger girl reached out with a white glove and grabbed her around the waist in a one-armed hug. Kyoko resisted for a moment, then returned the awkward embrace. So weird, she thought. I'm so not the touchy-feely type. But just the contact seemed to give her a measure of confidence.

The contact lingered.

Sayaka shifted her sword.

"Let's get on with it," Kyoko muttered, pulling away and scanning the seemingly impenetrable mist. No telling where they'd end up if they tried jumping around or even running... she distinctly could make out the sound of bubbling water.

"I am so ready to kill something," the younger girl said conversationally.

The amoeba-like blobs of luminescence began to appear again, slowly moving, morphing, twirling. It was what she imagined it might be like to be caught within one of those strange snow-globes she'd seen her father bring out during the holidays, so very long ago. A lifetime ago. An eternity.

Around two years.

Steeling herself, she set aside old memories and fresh worries, focusing on the danger that was even now lurking around them. There was something left, something at the center of this nightmarish web of bizarre evil.

All Witches, in Sayaka's mind, were evil. Kyoko was pretty sure she knew better. True, Witches were Bad News for anyone who encountered them, but some were worse than others. She'd fought and killed Witches that were stupid, apathetic, completely-self absorbed, or just overly protective of their flower gardens. They killed, but on instinct, or in confusion or fear. Others... others planned it out. Thought about it. Used their Kiss to influence mortals in the real world. Some were hunters, killers... the one's that weren't trapped in their own hell, but doing what they truly loved.

Causing death. Despair. Calamity. Chaos. Ruining lives.

There were people, mortals, like that as well. Malicious. Vicious. No better than animals.

She and Sayaka would have to have a talk about that. The thought hung out there for consideration, but Kyoko dismissed it-no more distractions.

"Wait," Sayaka said, cocking her head to the side. As her older companion stopped to look at her questioningly, the blunette concentrated... not exactly hearing, or feeling, but-

"Something's coming," she whispered in Kyoko's ear, breath stirring strands of unkempt red hair. Holding her arm out, she pointed in a direction indistinguishable from any other in the heavy fog. The veteran tensed, readying herself for whatever would emerge, already trusting the instincts of her new ally almost as much as her own.

A few moments of waiting, then she heard it-a wet, slopping noise, slowly approaching. There was something almost familiar about the sound, and the shadow that slowly emerged from the clinging mist, a coiling, wriggling shape looking like nothing so much as a thick noodle...

_Crap, those things, _she thought. Sayaka glanced at her with bright blue eyes looking for guidance-for orders, for what she needed to do... _Dammit_, thought Kyoko, _I could tell her to rush out there and she'd do it, alone._ Thoughts spinning as she noticed more of the shadowy, ribbon-like shapes emerge from the fog, she grabbed an idea that had worked in the past and ran with it.

_Follow my lead: we're going to cut a path through them_. Better than, she reflected, than end up in that bubbling water...

Sayaka took a couple deep breaths, sword crackling with pent-up energy. Kyoko readied her spear, plotting a tentative course through the fog._ We have to stay together. Stick close._

Dashing into the mist, the two Puella Magi began hacking and slashing their way through the encroaching horde of familiars.

Kyoko twirled her spear above her head, the heavy bladed tip cutting down two of the leech-familiars in a vortex of of death...

* * *

I can't _believe _we're still stuck in this place.

Shhh! Quiet. I see something up ahead.

Finally!

* * *

**Please review if you enjoy it or hate it enough to bother! I've said before and will say again: its a great motivator.**

**Thanks to all the wonderful reviewers, some of you who have posted outstanding and detailed comments. Thanks especially for all the specific observations and advice. Faust91x (especially thx for the Kyousuke story!), Psychoakuma (tons of comments, also Kyousuke story reviews), Otaku4eva99 (first poster), Shadowstealer (prolific!), kyosayalove, angel0wonder, PatriotPrideBoy, roboferret... seriously, I appreciate the time you took.**

**Some great things people noticed: the doppelganger familiar staring at Kyoko's soul gem, Mami's outfit's description, Homura shenanigans, and in general various moods and themes I've tried to hit.**

**guest: confusing? check. hard to follow? check.**


	14. Chapter 14

**Chapter 14**

Boss Fight

The crystal clear chord echoed through the misty darkness as Sayaka brought down her hands, white-gloved fingers splayed. She held it, concentrating, shifting to a minor chord that cut hauntingly through the perpetual twilight. Another shift, an octave lower, and she thought: _Now_!

The thinning fog was rippling almost like the surface of a still pond that had been disturbed by a thrown stone, seeming to billow away from her location with ebbs and flows. The view revealed a small span of land, several meters wide, stretching across what appeared to be bubbling black liquid. The red-clad figure further up along the land bridge was already moving, hurling herself backwards with a powerful leap, cartwheeling through the air and hitting the ground near her partner. Sayaka let go; dozens of shimmering, glass-like swords radiating blue light seemed to hover over the spot her friend had just vacated.

Like a pack of bloodthirsty dogs straining at their leashes, the radiant azure blades streaked toward the ground, hitting a group of the nearly solid mass of wriggling, wiggling leech-like familiars that had swarmed up on land. The bright, clean light illuminated twisted maws with gaping mandibles, sprouting from all over the things, working furiously even as they were annihilated.

Kyoko stood next to the white-caped girl, admiring her handiwork. Sayaka looked at the red-head out of the corner of her eye, whispering "Watch this." The crystalline swords remained imbedded, humming in the ground. Kyoko raised an eyebrow, but the younger girl had begun doing something with her arms, concentrating.

_Getting a little cocky_, she thought, shouldering her spear.

Watching the graceful, almost serpentine movements of those arms, admiring the sinuous interplay of muscle and bone in her exposed shoulder, the veteran's attention was drawn to a strange haze that had begun to blur the oncoming horde of the black familiars. Like the shimmer across a parking lot on a scorching hot day.

Then the swords exploded.

Kyoko instinctively closed her eyes and raised her arms to her face, but Sayaka was quicker. She flowed in front of the her spear-carrying friend, drawing the cape across her body. A wave of shrapnel, spinning razor-sharp shards of glass that seemed to crackle, exploded from the place where the swords had been. Dozens of the remaining wriggling shapes disappeared in a shockwave of annihilation, electric blue arcs of lightning blazing through the debris felling the remainder.

Feeling chunks of flesh from her still-exposed legs being shredded, Kyoko gritted her teeth and opened an eye a fraction to sneak a peek over her upraised, unharmed arms. The assault had ended as quickly as it had begun. Pretty much instantly.

Sayaka stood between most of her and the blast, cape extended with her left arm. Gazing at the back of her friend's shoulder length blue hair, she imagined that storm of broken crystal tearing into the girl's face. What had happened? She watched, concern turning to something heart-stopping as she watched the blunette fall to her knees, slumping forward.

_What have I done?_

Sayaka collapsed, shame and fear overwhelming the strength of her knees. She had just made a huge mistake-it had felt right, like she knew what she was doing... even though some of these things were just, kind of, coming to her.

She glanced back, eyes on the ground, afraid to look at her partner. She'd barely been in time-she knew instantly that the blast would be far more powerful than she'd imagined as soon as she'd let go of control...

Steel grey-blue eyes widened in shock, seeing the ripped flesh and exposed tendon of Kyoko's ankle and shin. She gasped, dismay coursing through her veins, chilling her heart, as Kyoko looked at her in disbelief, grave concern etched in her frowning face.

"Oh %&# , #$^ I'm sorry! I'm so sorry," the blunette began, crawling on her knees under Kyoko's wide-eyed grimace. _She's going to hate me_, Sayaka couldn't help thinking, even as she pleaded for forgiveness. "I didn't-" She felt the older girl grab her hair, yanking her head back._ Here it comes_, she thought, eyes closed tight, ready to receive her penance.

The iron fingers released their grip. "Goddam, you're not even scratched," the red head breathed, voice raspy and harsh. Sayaka kept her eyes closed, still waiting for, anticipating even, the punishment the older girl was about to dish out. _I'm such a fool!_

"What the hell was that, Sayaka? Hello... Sayaka? Are you okay?" A pause. "You look okay..." As she opened her eyes, the blunette blinked back moisture, gazing at her friend. Then down to her shredded legs.

"Oh god Kyoko, I'm so sorry, I thought-it felt like I knew what I was doing. It was like I knew what would happen, until the second I actually did it and it..."

"Blew up in your face?" Kyoko supplied, smugly pleased with her pun. Until she saw those bare shoulders slump.

"Whoa whoa whoa, Sayaka you need to keep it together. Whoops! That's what you should be feeling right now, girl, not some self-loathing 'I hurt my friend' crap." Sayaka felt the other girl's warm, calloused fingers try to lift her chin, but she felt so, so bad she didn't want to meet her eyes-

The gentle lifting became a rock-hard grip, and Sayaka found her gaze forced upwards to an angry, crimson stare. Kyoko drew back her hand, sharp canines displayed in a snarl, and-

SLAP!

"No more messing around, Sayaka!" the veteran muttered angrily, redfaced. Sayaka blinked slowly. She got to her feet, letting out a long breath, before reaching over to touch the damaged red boots and what they contained. Kyoko sighed.

"Much better. I'd thank you if you hadn't caused the dam-" Kyoko halted the sarcastic thought just a little late, and saw the fresh wave of hurt darken the blunette's eyes._ I just ain't good at this_, she thought more angrily than ruefully. "I'm _kidding_. Look, its not your fault, you're just learning your how to use your abilities; its not like there's a way to really prepare for being a Magical Girl. School was of no use; that's why I quit." She nodded sagely. She kept going when she recieved a blank, sky-blue stare. "You need time and practice, like I did. You gotta learn what your abilities are, and also your limitations. It was a long time before I was able to do lots of the stuff I take for granted, and that was with Mami's help." _Whoops_.

Blue eyes narrowed. "Mami-san was, like, your trainer or something?"

"Yeah," the red head said, making a show of scanning the horizon. "She taught me some stuff."

Sayaka's whole face lit up. "Really? You can learn things from other Magical Girls? Do you think, well, could you teach me some of those things? I mean, if you have time, I wasn't the best student in school, but if it's really sweet combat moves or something, I'd be way more into it..." _Why is she so flushed all of a sudden?_

"Ahh, hmm. Yeah, the thing is, its kind of different for everyone. People work... differently. We could try some things, see if we could figure out what works for you..." Kyoko knew that they were holding entirely different conversations, and was having a hard time keeping a _straight_ face. If they'd been on the same page, she would have said something like _Hell yeah I'll teach you things_.

"Even though you almost blew us up-pretty amazing attack there, Sayaka." Kyoko tried changing the subject, using her old double-edged compliment trick. It worked. She quickly continued when Sayaka began to open her mouth. "We still got work to do. First lesson: kill the Witch first, everything else later."

She turned toward the immense black tower that dominated the deep purple sky. It had a twisted, warped appearance, and at the top appeared to be an enormous hand, grasping at the heavens.

"Looks like this should get interesting."

* * *

The tower loomed above them, grasping hand still somehow visible despite the vertical perspective. It appeared to float several meters above the ground.

There was no plan. There as only the basic intention: destroy the Witch, hopefully the last one in this mindscrew of a maze.

Sayaka was worried, but worked at not showing it. She even managed a little strut of bravado as they approached the sinister pillar of shadow. There was something exciting about heading back into the lion's den, she thought momentarily.

Then they were both being pulled into the immense doors that seemed to open in the side of the tower, sucked up and into the Witch's inner sanctum.

_Get ready._

_I am ready. _Then_: This means she knows we're here then, right?_

_Yup._

_Okay, then._

The interior of the tower was a vast hole surrounded by a circle of stone. Pulling her flailing blue locks out of her eyes, Sayaka gazed upward and winced. It was like a roller coaster ride at Mitakiland, but inside of a tunnel-the path curved and bent, and she couldn't see very far ahead-which is why she was startled at her abrupt expulsion into a large, ornate stadium.

An epically-sized circle of black stone, a city block wide in diameter, surrounded the hole she'd come up through. Dropping fast, she steadied herself with a nudge of energy, sword out and glancing around feverishly, trying to take everything in.

Tier after tier of circular stone rose up, encompassing the base in a vast inverted dome. Looking up, she saw towering things like fingers, clawing at the sky... or ready to crush everything within the arena with a clenching of the immense hand.

Kyoko rolled up and away, slightly paler than normal, gaze taking in the details of the scene before her. She pointed, and an azure gaze followed.

Halfway up the tiers of stone, an immense, evil looking platform hung. Something waited up there. Watching, unseen from below.

Out of the corner of her eye, Sayaka caught movement. She turned, thinking that the shifting blobs of light had returned-she hadn't noticed them since the land bridge. Instead, she saw slightly different, rippling shapes, reminding her of the silvery liquid that she'd not been allowed to play with after breaking a thermometer as a child.

It looked kind of like a squid, moving backwards. Glancing around, she noticed another one seeming to swim lazily through the air. Toward them. She began to take in the scale, noticing they were quite a bit larger than the floating lights. "Uh, Kyoko..."

The older girl glanced over her friend's white-caped shoulder, cursing. With a burst of thoughts, she quickly conveyed her fight against the things' sibling under the lake, notably the fact it could reattach heads if they weren't destroyed, and the bites hurt. Sayaka was almost overwhelmed by the amount of detailed information flooding her thoughts, but felt like she grasped the important parts.

A few quick hops and the girls were flying through the air, their trajectory taking them to the raised platform. Once they were high enough to see above the ledge, Sayaka finally laid eyes on their quarry.

A long, shadowy figure coiled around the base of a white marble slab of rock that strongly resembled an altar of some kind. The blunette noticed chains attached to the corners and sides of the rough table, black iron seeming to faintly glow with a variety of colors, each chain different. Green, blue, red, orange, yellow.

Suddenly, she noticed another glow-vivid green-this time from the shadowy shape encircling the white slab of stone. She looked down into four enraged eyes staring out of the face of a monster-then it struck.

Sayaka knew Kyoko could fend for herself, honestly might not even need her help, but still felt a flash of worry as shadow spikes seemed to reach up, sharp spines ripping through the air in an attempt to impale her midair. She brought her cloak around her, sword humming with ferocity. As the Witch below her slid up, the blue-eyed girl noticed the long claws of darkness, wild flailing tentacles encircling the thing's evil, glowing green eyes. What she had first taken for a tail had appeared to split, a series spidery legs unfolding from the shadowy torso of the enemy she had sworn to kill. Sworn foolishly, in a moment of bravado and immaturity back outside the barrier-so long ago-but she _had _sworn to protect the people of Mitakihara from this menace, and she meant to fulfill her promise.

Still falling toward the Witch, she watched Kyoko fall like a burning meteor, waves of heat and magical energy blasting out as she hit the ground, stabbing the Witch's body with her spear. A wave of flame burst forth from the tip of the blade sticking all the way through the thing's chest. The arms and many legs of the thing seemed to disappear, fading in the fiery furnace of Kyoko's assault.

With a certain fatalism, Sayaka watched the shadowy limbs reform around the dark core of blackness._ I knew it wouldn't be that easy_. The shadow-tentacles surrounding the things face whipped out, grasping and stabbing at the red-clad Magical Girl below, who deftly rolled backwards, bounding away to regroup.

Sayaka came down behind the spider Witch, a whirlwind of chopping and slashing magical steel. The head didn't turn, but emerald eyes seemed to somehow emerge from the thing's shadow-face, glaring down at her as she cut a leg, another leg, then an arm in a sweeping series of attacks. The humming blade sliced through the figure with ease, but like smoke the shadowy appendages reformed before her eyes. She caught her cloak with her left hand, bringing it up just in time as a literal handful of long spikes were driven at her with terrific force, hurling her backwards dozens of meters. Skidding to a halt, she got down in a runner's stance and in a burst of speed dashed back toward the waiting Witch.

Kyoko had timed her next attack well, intending it to coincide with her partner's assault. As the blue blur closed in on the Witch, the older girl leapt up, murmuring under her breath. At the apex of her jump, one became five and a quintet of spear-tipped Kyoko's dropped down from the sky.

The blunette watched her friend-lots of her friend-pierce the body of the Witch clean through. The head, with its flowing tentacles, seemed to shift out of the way, but the five spears sunk through the body and into the black stone. For a moment their opponent appeared to be pinned; Sayaka wasted no time in following up with a series of slashes to the Witch's head. Frustration burned within as the thing seemed to flow around her sword, until a final cut severed its neck.

The black, shadowy spider body seemed to dissolve, pooling and whirling into nothingness.

_Watch out!_ came Kyoko's desperate thought of warning.

The Witch's head seemed to grow, expanding almost balloon-like. It as almost comical, until the thing turned and Sayaka's attention was drawn to the massive, circular mouth that gaped open before her. Rimmed with tiny, jagged teeth, the thing reminded her of those disgusting lampreys she had refused to eat while growing up. It looked big enough to swallow her whole.

_Incoming!_ Kyoko shouted mentally, and the first mercurial hydra familiar approached the blunette from behind-

* * *

**Part one; i didn't want to admit that in the chapter title.**

**Thanks for even more posts. I am extremely grateful. Please continue, or start-old chapters, new chapters, good things, bad things, all info is appreciated!**

**About the whole # %$ deal... two things. First, I dunno, but Teen feels a bit more pg13 than r to me, but perhaps my problem is thinking in terms of movies. Swearing is conversation is frequently used as kind of filler adjectives and adverbs, overused and unnecessary, although not always the case as when it is used to convey extreme emotion. (I'm talking about real life conversation, not any particular written dialogue) Sometimes I find them necessary, like during some self-chastisement, or when startled...**

**The reason I like the "censored" version can be summed up in two words: Arrested Development. I've always thought the bleeped out words phrases were way more hilarious-especially when they last several seconds of conversation: it makes you wonder, and for me at least that thinking of which word was used is sort of fun. Someone, Jimmy Kimmel or something Falon had something where they just bleeped out regular dialogue, and the results were (for me at least) pretty hilarious.**

**That said, if three or more people request full on swearing, I'll do it, and go back and fill in the blanks.**


	15. Chapter 15

**Chapter 15**

Not What You Hoped For

Long black hair stirred from wind blowing over the rooftops, a short purple skirt flapping twice in the breeze. Purple eyes were locked on the building across directly across the street, and the mirrored reflection of hyper-keen eyes that stared back... but Akemi Homura saw nothing.

She couldn't even begin to process how life had gone so dramatically, tragically wrong. How could Madoka... what did she do wrong? How had she failed her friend again? Turmoil roiled through her mind, a typhoon of images and memories, hopes and regrets, dreams and nightmares, all meshing together in a bewildering tapestry of disappointment, of loss... of losing again and again.

Thinking back, her thoughts drawn in by a sucking maelstrom of pain and misery, she remembered the operation. Despite only living through it once, whereas she'd relived the aftermath many, many times, the horror of the initial experience was etched into her mind. The long recovery, an extended stay in the sterile, lifeless hospital ward, the special exercises with the therapists who all seemed to be utterly sadistic, the pain of waking up at night, and not getting the medicine, being told she couldn't have it to ease the pain, the suffering that seemed to be her constant companion the weeks and months following the operation. The pain, so deep it seemed to get within her very bones, the world burning hot and freezing cold. Nausea. Fatigue. Weakness. _Helplessness_.

All handled through the public health system; she was essentially an orphan. Her parents had died years earlier; she retained only the haziest of memories, none of them exactly pleasant. Nobody visited her, no one brought flowers, or a card, or anything to eat besides the awful hospital food.

For most of her remembered life, Homura had found little joy in her existence. She didn't stand out-her glasses made her self-conscious, and being naturally shy she found it hard talking to others. She recalled her one good friend, someone from way back before her family had fallen to the genetic inheritance that was slowly destroying her heart as well. She just couldn't remember her name.

Plodding steadily, Homura accepted that she would never stand out, be popular, entice boys... the lack of social interaction during much of her formative years had severely atrophied her "people skills," and she radiated an aura of perpetually awkwardness in school.

She'd been so nervous, being transferred to a new school once she'd left the hospital. The small orphanage she had been assigned to was within walking distance of school-which was none too far considering her weakened condition.

She had known she wasn't stupid... but lacked the money to pay for Cram school-the "extra-curricular" system of extended education that was not officially recognized by the Japanese government, but practically required in order to pass the high school entrance exams. Only a couple years to go, and she had missed nearly an entire year of school, but she had been slipping behind even before that.

The orphanage had no internet access, no library, no tutors. Well meaning, generally nice people-but many didn't even understand the mathematics Homura was being asked to do, or how to translate a Yokai Yayu Haiku into German, or contribute in any meaningful way to the tasks she felt piling up before her.

That first day... she was constantly alert for signs that something was going wrong with her heart. It was always there, an itch in her mind._ Did I feel it flutter? Is it beating erratically?_ Her pulse feels too weak, or too rapid, or the shaming panic that overcame her when in her haste she'd fail to find her pulse at all.

That first day of school-actually, _her_ first day of school. The students had been functioning in classes for some time, getting to know one another and establishing a pecking order. They would be functioning as a unit, demonstrated vividly when several rooms of students had almost uniformly raised their heads to stare at her through the glass walls, which did nothing to help her increasingly nervous dread of her upcoming introduction. Walking through that hallway, eyes from a half dozen classes watching her, judging her, forming opinions about her... she stumbled, barely holding on to her threadbare backpack, blushing furiously.

She put her head down, her meekness seeming to bore some of the onlookers, while others began to exchange significant looks and whispers... Homura imagined it all, the pointing, the giggling... she resisted the urge to pull her long braids, an act that had become something of a habit lately when the panic started setting in.

That first day of school she had felt stabbing pain in her heart-something, the long walk, the stairs, the hyperventilating... had triggered something. She had frozen, outside the classroom door where she would complete her 7th grade school year, hand on her chest. The hall monitor had looked at her with concerned confusion: everyone in the school knew of the transfer student, and her shameful genetic weakness.

The pangs passed. She breathed shallowly, so as not to disturb the organ her life revolved around. Another breath, and she was ready.

From the first instant she'd seen her-the first instant! She had known there was something special about the pink haired girl sitting in the middle of the room.

_Not true_, a little voice said. _It wasn't until_-

Surrounded by chattering girls who kept asking uncomfortable questions and demanding her attention, Homura was overwhelmed and at a loss until Madoka had made her way over, rescuing her at the same time the girl provided concrete proof that she had _noticed _her! _Perhaps she was just taking her job as Class Health Officer seriously,_ Homura had thought. But when the tiny pinkette had talked with her so openly in the hallway, admiring a name that the purple-eyed girl was slightly ashamed of, and bubbling with enthusiastic excitement... Homura had marveled at the zest for life contained within the diminutive creature leading her through the hallway. She felt awkward, but... excited.

It hadn't lasted. The day had been hard, and her connection to this strange little girl seemed to fade as the day ebbed, familiar self-doubt convincing herself it had been her imagination. Students began talking about what they were doing next; what their Sempi had them doing in advanced calculus, or statistical analysis, or a number of other subjects that Homura didn't even recognize, accentuating the hopeless of her situation. If she couldn't make it into a good high school, she'd end up working in one of the fish processing plants, or cleaning office buildings... She had hoped for so much more from life.

_You don't seem to anymore_, whispered something tiny, insignificant. _You just obsess._

Madoka hadn't met her after school; it wasn't like they'd made plans, but Homura had been so convinced... envisioned striking up a conversation with the girl, walking her home, being invited over to her house. Meeting her family... spending time with people. Away from school, and class, and the orphanage. She wanted to see what it was like to be normal, to have a family, to be loved.

She hadn't felt that way in _so _long.

But Madoka didn't want to be around her, or wouldn't once she got to knew the real Akemi Homura. She was worthless. Pathetic. She had been called on in front of the whole class to do an algebra problem with symbols she didn't even recognize within the equation. Her physical education performance was anemic, eliciting giggles from some of the girls. Despite the early attention she had received as a novelty-something new and strange, nobody bothered to talk to her after fourth period.

Friendless, she walked home alone, disappointed. Freshly devastated, her worries and fears having proven to be all too true._ Nobody would want a loser like me as a friend... I'm worthless. Maybe I should... just..._

_**Kill Yourself**_, a malicious voice whispered within her. Around her.

Perhaps she would have, if her pink-haired savior had not shown up.

That act of showing up, of being there to save Homura in her darkest hour-that moment would live forever in her memory. Her feelings towards the small, energetic pinkette were slow to manifest-she had to build up the self confidence to consider herself remotely worthy of her beautiful classmate. It has been Madoka who'd built up that needed sense of confidence and self-worth...

Even though it had taken several timelines for Homura's mental transformation to be complete.

The first time around, she had saved her wish too long; Kyubey had mentioned the advantage of Madoka having an "ace up her sleeve," something that could offset whatever terrible odds she had been confronted with-but she'd frozen and watched her friend die, alone. _So brave_, Homura had though, awed at her friends actions during the final fight.

The first rerun had been wonderful, up until the end. She was still rather nervous and required constant reassurance from Madoka, especially when Tomoe Mami had criticized her with that delicate, razor-sharp tongue. She hadn't been sad, exactly, when Mami-san had died. But Madoka's fall had been too much. Homura had been unable to turn the tide during the battle. She had watched, heart racing painfully, as Madoka hurled herself and everything within her pink arsenal at the monstrous form of the UberWitch. The pink snuffed out, falling even in victory. A feeling of monumental betrayal, the universe itself conspiring against her, taking away everything that mattered to her. Everything that made life worth living.

From the ashes of victory, defeat.

The memories had started to blur together. Homura had known so many Madokas, so many Tomoe Mamis, Miki Sayakas, Sakura Kyokos... fought so many Witches, so many times, she felt like she even knew _them_. She often thought of her first Witch, the classroom representative-the suggestive nature of Witch barriers indicated a specific kind of misery that had been the cause of her sorrow. Many Witches were like that; confused, lost young girls, lashing out at an uncaring, even cruel, world.

Some, though... some were like the one she'd sensed in the barrier the "dynamic duo" had disappeared into, as Homura mockingly had begun referring to them in her head. Some were quite simply evil.

She had hoped to spare Madoka that fate. Madoka herself had asked her to, several lifetimes ago. She was determined not to fail her friend-but suddenly she already had. Madoka was doomed, and it was Homura's fault.

Wiping her eyes with a white sleeve, Homura stood and looked down. Twenty floors separated the office rooftop she stood upon and the hard, black street below. Six seconds? She'd be going something like two thirds of terminal velocity... surely enough to shatter the accursed gem on the back of her hand._ I'll raise my hands to my face-headfirst would do it_. She looked at the purple orb as it flickered, blackened by a swath of shadow.

She gazed at the gem for a long moment, then let out a long sigh. She hopped off the ledge, onto the roof, pulling out a blackened sphere topped with a spike. She held it to the back of her hand, watching the murky vapor get pulled from her increasingly bright jewel into its shadowy counterpart. The blackness had seemed to gather, and she knew the orb was close to the danger point, where it would form a new Witch. Supposedly, according to that accursed Incubator.

As if summoned by the very thought, Homura felt an unwelcome presence in her mind. _I will take that._ She spun around, a sleek pistol with an overlong, silenced barrel pointed at the white, fox-like creature that had appeared on the roof with her.

_Akemi Homura, you understand that it is not possible for you to kill me_, the creature began. Homura hesitated-she needed to know something from her dispassionate nemesis in the battle for Madoka's soul. When the Incubator noticed that it had not been forcibly cast out of the manifestation it currently occupied by the time it had finished the thoughtful reminder, Kyubey continued.

_Surely you realize that Grief Seed is dangerously saturated with dark energy. I am the only one who is capable and qualified to dispose of it. Additionally, as you seem to know, it is the reason for Magical Girls to exist in the first place._A fluffy white tail swished to and fro.

Purple eyes regarded the small albino creature coldly. With her enemy near, Homura's backup psyche kicked in, leaving her ready and willing to fight to the death. Incubators of course didn't fight, their weapons were of a far subtler and more dangerous variety.

"How did you do it?"

_I believe you know the answer to your own question._

Homura grimaced, resolve wavering. She'd been tricked. There had been another copy of the Incubator somewhere close by... unless they could simply reform, somehow materialize directly after having their host bodies destroyed. But she'd seen no evidence of that yet, so it was unlikely, but by no means impossible. Incubators were difficult to figure out. _Was it controlling both at once? How many Kyubey's are there?_

_If they can give me the ability to go back in time... to change the past! Why don't they exercise the same powers for their own cause, instead of using the souls of human girls to power their infernal power-needs?!_ It was a thought she'd thunk about a million times, never finding a satisfactory answer.

"I told you to leave her alone!" Homura said behind gritted teeth, jaw tendons visible through her skin, clenched tightly.

_I will not even dignify that with a_ _response._ A white paw was brought up to its unchanging face, wiping at its muzzle delicately._ Akemi Homura, are you going to hold on to that Grief Seed until it hatches into a new Witch, or allow me to properly dispose of it?_ The creatures mental voice annoyingly dipped high and low.

Homura held the Grief Seed in her shield hand, her right still pointing eleven inches of gun barrel at Kyubey, who'd flopped down after turning a quick circle, waiting, soulless pink eyes staring with the massive curiosity of a vast alien intellect. That damn smile, unchanging, but somehow always seeming so _knowing_... It was the real enemy, Homura knew, not only in her quest to prevent Madoka from becoming a Puella Magi, but somehow at the root of the Walpurgisnacht UberWitch that getting closer to manifesting by the minute. _It wants us all to die._

Kyoko and Sayaka were dead. It was just her, now... and Madoka. The beast had already won this round, but she still had days until she'd be able to reset things, to do them right.

Might as well take advantage of what would otherwise be completely meaningless and irrelevant time, lost in the next rewind.

Reaching into her shield, Homura drew another Grief Seed. Tossing both at the Incubator without a word, she watched the red circle on his back glow, opening up a patch of utter blackness. The bristly foxtail caught the orbs, depositing them into the darkness. The tail whipped back and forth, as if the creature was pleased with itself.

_See, that wasn't so_-

Tiiiiiiiiiiiiiiiiiiiiiiiiiii-

Homura walked up to the creature, firing shots point blank at the Incubator's head. She waited until she'd spent the entire clip, looking at the pattern the hovering projectiles had formed inches from the creature's long-eared head.

-ick, tock.

Headless!Kyubey slumped to the ground like... a sack of rice? A stuffed animal? Homura picked up the corpse with her left hand, not caring about descriptive metaphor as she drew a long, gleaming knife from her shield with the right. With focused, emotionless eyes, she brought the tip of the blade to where the tail met body, and began cutting.

As before, she noticed nothing much to speak of. Strange red matter, not wet precisely... sort of slimy, but thick and almost dry. Like tacky syrup. She dug around, the glistening sticky slime getting all over her hands, under her fingernails... she kept digging, but found nothing.

The Grief Seeds were gone.

After a moment sitting, staring at the vivisected alien corpse, she picked up the torn up body, wrapped in a bundle of strange-feeling white fur, and walked over to a collection of pipes and chimneys, several of which were releasing steam into the night air. She roughly shoved the gory bits down a shaft. _Good luck recycling that one_, she thought, unable to work up any enthusiasm about making life difficult for the Incubator. Her petty victory was nothing compared to the immensity of her failure.

She stood up, using a brief flash of magic to clean her hands and outfit of the clinging red slime, and prepared to go to her friend.

She had bad news to deliver.

* * *

**Keep letting me know what you think. Love the observation, speculation, and fantastic comments. I was halfway through this, thinking of waiting until tomorrow to finish, when I saw Psychoakuma's post, remembered all the awesome feedback I got to read when I woke up this morning and felt... kinda obligated. In a good way. So, thanks. Love it.**

**Not sure if I can keep up the pace, but I've got ideas through Walpurgisnacht and possibly beyond... (if anyone survives) but I also am thinking of a Puella Magi... of the Dead! AU type story, so at some point I might try that for a while. I'll try to find a natural place to break if I decide to try.**


	16. Chapter 16

**Chapter 16**

_Boss Fight: Finale_

_(the bitter end)_

Sayaka fell back, white cape fluttering as she leapt away from the darting fangs. She bought herself the few precious seconds for her sword-arm to re-knit itself, the wound fading but leaving a gaping hole in the forearm of the tight blue compression sleeve that ran from her wrists to her bicep.

A maroon pair of eyes were otherwise occupied, the veteran noting Sayaka's predicament in her hawk-like peripheral vision. The bizarre, bloated Witch head was advancing, propelled by the long, wriggling tentacles that had seemed to grow after the head had begun expanding, reaching out with lashing menace.

Overhead, beyond the rising tiers of black stone, immense finger-like structures that arose from the tower's peak were curled, threatening to come crashing down on the stadium it seemed to hold in the palm of its hand.

She'd felt something was wrong as the blunette had cut through the Witch's neck, while it had been briefly pinned by her spears. Kyoko had interposed herself-several of herselves-between Sayaka and the incoming Witch. Shadowy, grasping tentacles had struck several of her illusions, forcing them into the dripping, fanged orifice that dominated the center of the increasingly massive figure. Sayaka had a bite taken out of her from the attacking hydra familiar, and although she'd reduced its five heads to three, it was still in pursuit of her caped partner. _Different number of heads. Wonder what that means..._

Ropes of darkness seemed to snap around her head, bringing to mind the crack of a whip. An absurdly-timed image of blonde corkscrew ponytails flashed through her head, but she cleared the distraction from her mind as she crouched, her powerful calves straining through her boots as she took to the air with a generous boost of magic.

One of the tentacles clipped her foot. Rather than send her spinning, she felt an intense, painful cold wash over her leg, pins-and-needles seeming to stab with brutal force. Kyoko felt her partner's concerned attention, focused on the wave of pain she must have picked up on. _I'm fine. Watch yourself!_ she projected through frustration and anger.

The red-clad Magical Girl began to descend back towards the whipping mass of black tentacles that surrounded the immense head-four green glowing eyes staring up at her in hunger. The circular lamprey maw seemed to convulse, row after row of hooked teeth rippling, thick, viscous fluid drooling.

Kyoko was disgusted by the sight, but not distracted. She concentrated, and the air around her shimmered, four huge spears slowly materializing. The tip of each, a massive meter-long triangular spike, glowed fiery orange like molten metal.

A quick glance at her friend revealed the girl cutting down what seemed to be the last of the hydra's heads. The first one, at least. _Nice kill_, she thought.

_Thanks, other one's almost here_, came the slightly shaky response, half a second before Kyoko slammed into the Witch.

Her outfit had drained some of her inertia, allowing the four glowing spears to impact first. The writhing tentacles were cut, some disappearing into nothingness, others reforming almost instantly, much to her consternation. More worrying, the engorged head seemed to melt and flow around the attacks, and Kyoko changed tactics an instant before impact, bringing her spear around in an arc, letting it separate into chain-linked sections before continuing the motion, whirling the chain-spear in circles before her.

She watched the spiraling blade and razored chains cut into more of the tentacles, catching those that extended to engulf her in a steel cyclone. _Get over here, now! _she thought, teeth clenched and a look of concentrated hatred upon her face.

Drawing some of the heat burning within the Soul Gem into herself, Kyoko readied her next attack, waiting for Sayaka to get in position. She felt the blunette approaching, a pure, gleaming spark of power in the nightmarish stadium. A spark from a gentle gloved hand on her shoulder unleashed the built up energy, the red-head stumbling back, confused, frightened, and a little bit awed.

Sayaka had pulled out of her dash, skidding to a stop next to her partner, glancing back at the still-approaching familiar, its six dinosaur heads chomping in impatience. She placed a hand on Kyoko's shoulder, trying to quickly heal whatever damage had been done to her limb. She had immediately sensed that there had been no damage at all, no physical damage anyway, but the connection was broken as Kyoko stumbled back, uttering a flamboyant curse.

Her eyes took in the expanding sphere of spinning chains. Glowing spikes flowed like sharks through the air, dragging a spiraling trail of massive chains. She looked at her friend, the burning intensity of the flowing weapons she was staring intently at reflected in crimson eyes. _Bright crimson eyes, _Sayaka thought... _almost glowing_...

The twisting orb of blade and chain began to contract, twisting in on itself. Kyoko continued to stare, so Sayaka gave her a quick poke on the shoulder-or would have, if the red head hadn't chosen that moment to twist around, her eyes wide with... amazement? As she turned, Sayaka's finger missed the shoulder, continuing on until-

Kyoko blinked. Shaking her head, she spared a split second to give her blunette companion the evil eye. Then she turned back to the now-tangled mass of chains that encased the bloated, lamprey-mouthed Witch. It was so much more than she'd expected... she'd reflect on this later. Rushing the web of chains that held the straining Witch, she ordered _Now! Attack!_

Sayaka began summoning a series of strangely forward-curving blades, thick-tipped and spinning as they were hurled forward. Sending one after another toward the trapped Witch, each one thrumming as if plucking a bass guitar, watching them penetrate the chained Witch, who twisted in fury, unleashing a hissing groan. She rushed to join her friend, her sword vibrating in her hand. Delicious ripples of eagerness bubbled through her, excited by the fight, relishing the agonized moaning coming from their trapped opponent.

She unconsciously wiped a bit of drool at the corner of her mouth, assuming her favorite get-ready-to-run position. Her blue hair whipped back, giving her a clear field of view, catching the metallic sheen of the hydra familiar closing in from the corner of her eye. She gripped her sword two-handed, low and ready to thrust. The blade had grown longer, losing its curve and taking on a tapered, stiletto shape. It hummed, something like a small electric current running up her arms, filling her chest with a burst of sheer joy as she slammed into the entangled Witch at the same instant as Kyoko landed.

Red ponytail trailing behind her like the tail of a comet, the veteran brought her spear down, stabbing into the Witch through a gap in the chains. Once half of its two meter length was imbedded in the monster, Kyoko allowed it to unwind, spinning it with a powerful twist of her straining arms and a steady flow of magic from her gem. A powerful shudder ran through the spherical web of chains.

The chains collapsed, disappearing, both girls falling at the sudden absence of the enemy they'd been stabbing with all their might. From high above, a flash of red light filled the sky, reflecting off the unseen clouds hovering above.

Landing face down in her friends lap, Sayaka quickly pushed herself up-digging her hand into a red-stockinged thigh. Flushing furiously, she turned away from the bemused crimson eyes, noticing movement-

_What the-Look out Kyoko!_

Snapping dinosaur jaws chomped down on the red-head's shoulder, blood blossoming from its fanged, reptilian smile.

_It was supposed to disappear! Why are we still here?_

From high above, a keening chuckle began to reverberate throughout the arena, the hideous sound seeming to bounce off the black stone.

The Witch approached, once again bristling with spider legs, long black claws reaching out as four red eyes stared, promising bloody murder. The head had shrunk again, the gaping circular hole of its mouth still more than adequate to bite a girl in half. It hurtled downward, striking out at the staggering figure in the red dress.

_It looks just like it did at the beginning_, Sayaka thought in dismay.

Sayaka threw up her hands, sword dissolving. A bubble appeared, centered around her friend, quickly expanding. The fiendish hydra, heads nipping at the Kyoko's back, were the first to hit the barrier, and were pulled halfway through. The bubble continued expanding, taking the familiar along with it, held halfway in and out. Sayaka frowned, concentrating, as the surface hit the Witch, struggling to hold the thrashing demon.

The blunette pushed, stopping the descent of their enemy, shadowy limbs continuing to squirm and thrust against the surface of the bubble which entrapped it. Rushing over to her red-haired companion, she stuck a hand under her arm and dragged her away, Soul Gem dimming slightly as she poured energy into her friend's crushed chest. White, splintered rib vanished, the hideous pumping motion her bared chest cavity revealed quickly hidden by reformed flesh. Sayaka didn't have time to be amazed, but she was nevertheless impressed by the rapid healing of the horrible wound.

Then the Witch was upon them again, Kyoko not yet fully recovered. Still holding on to the older girl's inner arm, Sayaka leveled an open hand at the oncoming monster, red eyes burning with inhuman desire. Raising it, bringing it down, the blunette poured her heart into the thrumming, organ-like melody that echoed through the vast bowl of black stone.

Eyes wide with a feeling of wonder, she let go and enveloped Kyoko with her cloak, wrapping her arms tightly across her newly-healed torso, pressing against her broad, muscular shoulders. Sayaka watched the fleet of crystalline swords, a hovering armada of sapphire glass, hurtle toward the ground, enveloping the Witch in a storm of translucent blades.

_So many_, she thought, wonderingly. Adrenaline? Like when a mother somehow lifts up a car that has pinned her child? She didn't know if those stories were true, but she did feel pretty amped up.

The blades cut through the Witch's spidery legs. They severed tentacles, tore through arms, pierced torso-the body began to dissolve, small chains of lightning running between the impaled weapons. The Witch's head blossomed into an expanded mockery of an immense spider, as the blades hummed and thrummed, hovering in midair.

Sayaka made two fists, feeling an almost physical resistance as she squeezed. She remained clenching her friend in a tight embrace, ignoring the older girl's squirming. Sayaka felt the shrapnel hit her, reminding her of a beach wind blowing sand across her skin. She kept her eyes open, wanting to see...

The bloated Witch head was sliced apart, ribbon-like strips of shadow flensed from the creature, until it disappeared entirely.

Grey-blue eyes looked around, wary, drawn upward... Kyoko muscled her way out of the blunette's grip, huffing and red-faced. The veteran knew Sayaka was only trying to protect her, but... she rubbed her chest.

A flash of gold seemed to come from the altar high above. A sound like a chain rattling. And a hideous, high-pitched laughter, maniacal. The Witch appeared at the edge, four glowing yellow orbs gazing down in utter hatred.

Sayaka's shoulders slumped. Noticing, the red-head took the opportunity to flip up the white cloth attached to her battle-bra, exposing her midriff and a very dark Soul Gem. Sayaka let out an involuntary squawk of protest.

"Now's the time, Sayababy. I'll distract the thing, you go get your Grief Seed." Her crimson eyes gazed into the younger girl's briefly, a kind of desperate hope flashing between the pair.

Blue hair twitched as the girl nodded once, taking a long leap away from the area below the altar. That last attack had taken a lot out of her, and she felt completely drained. Reaching her hand behind her, pushing against her cloak, her fingers found what they sought, and she touched the black, spiked orb to her belly, watching the dual transfer of inky blackness.

She didn't have time to shudder as the memories abruptly overwhelmed her.

* * *

o0O-(-(12.-.1.-.2.-.33.-.14.-.10.-.22.-.22.-.10)-) -O0o

_The accident. Smoke. Burning. The scars. Her tears._

_Others' faces, grotesque with revulsion. Scars on the surface, scars underneath._

_The fox had offered her the one thing she wanted more than anything else in the world._

_The only thing that would make life worth living._

_The obnoxious, manipulative bully. Green with envy. The annoying, chubby sycophant. Yellow with cowardice. It wasn't long before she bored of their presence. She had the attention of much more interesting people, anyway. Being a Magical Girl was only part of life; Witches could wait until after the weekend._

_The call came. The Witch was strong, different. Her body, decapitated like the shorter, rounder remains of the hanger-on, had failed her. Energy low, unable to regenerate the damage, reduced to a pinpoint of awareness, she had felt her comrade, the self-appointed leader, approach._

_Not to save. She had so much to live for now! The eater would not allow her happiness. It was jealous. It envied the attention, the friends, the invitations..._

_The eater was a green-eyed monster._

_She had let it know of her fear. Her hatred. The flames still haunted her, just as the manipulator was still ashamed of what it ate. It burned her, hurt her, made her feel the agony of that night, relive the blistering, skin-peeling torture, the excruciating feel of her flesh melting-_

_Then she felt it eat her. Felt her limbs being picked up, fed into the pit. The darkness gave way to a brilliant green sun, a massive jewel of a star that reached inside her, pulling at the last remnant of her consciousness, forcing her to-_

_No one could defeat the eater. That had been her wish._

_Marveling at her beauty, she gazed adoringly at herself. She was perfect. The other two were here, but she wasn't interested in them. Sometimes she did what the eater wanted. Sometimes she had to._

_But mostly she was content to stare at the mirror, admiring._

* * *

With a narrowed, electric blue gaze, Sayaka stood up, quickly recovering from the rush of memories and feelings she'd just subjected herself to. She felt energized. Overflowing with the desire to return to the fight, help her friend out.

Kyoko was fighting a guerrilla battle, leaping just out of reach, her chain-spear whipping out to cleave a leg, or behead one of the hydra's darting heads-_the familiar! _She must have lost consciousness or something, the bubble barrier disappearing, leaving Kyoko to fight two opponents on her own.

She rushed forward, bursting with the desire to commit violence.

Kyoko felt her comrade returning to the battle, relieved despite herself. The lightning fast attacks of the Witch and the insistent harassing of the multiheaded familiar had led to some tight scrapes in the two minutes or so that Sayaka had been gone. The older girl had been burning through her energy quickly, but as the blunette approached she felt, somehow, stronger. She hopped toward Sayaka, opening a gap between her and the chasing monsters.

"Do you trust me?"

"Don't be melodramatic," Kyoko muttered, annoyed, eyes bouncing between the oncoming enemies. "What do I have to do?"

"Get inside it. We need it to swallow us."

"..."

"So, Kyoko... do you trust me?"

* * *

Leaping into the gaping, circular orifice dominating the engorged head of the Witch was one of the most difficult things Kyoko had ever done. The hideous, lamprey-fanged tunnel glistened with slime, black tentacles reaching out to pull them in, draining their heat, their life, leaving only their empty Soul Gems behind... it was almost too much.

Even though the mouth absolutely horrified her in some primal, instinctual part of her mind, she was Sakura Kyoko, the most bad ass Magical Girl alive. That, and she had a beautiful girl to look after.

The freezing tentacles gripped the girls, who hurtled towards the mouth face-first, arms locked together, weapon's held at their sides. A burst of blue light flashed through Kyoko's momentarily closed eyelids, and the icy chill dissipated, leaving behind a kindling warmth. Sayaka continued to neutralize the cold as they were drawn into the quivering, dripping orifice under the hateful yellow-eyed glare.

Inside, the world seemed to constrict, the girls' bodies pressed together.

"You're sh-sure about this?" Kyoko asked, heart pumping so fast she didn't notice the crack in her voice.

"Yes, it will be here... A little late for second thoughts."

A ripple, constricting further. A feeling of movement, sliding... Kyoko looked around wildly, her Soul Gem's illumination masked by the skin of Sayaka's chest, the girls pressed together almost face-to-face.

A widening, followed by a dropping sensation-_what exactly was going on inside this thing? _Kyoko wondered in horrified curiosity. Then, she noticed the glow.

"Yellow," Sayaka said. In her vision, it had been green.

Kyoko didn't take time to contemplate her actions; she thrust out with her spear, Sayaka following suit, crimson and sapphire energy coursing through the dark, wet, fleshy chamber, impacting upon the intensely glowing yellow gem that was imbedded in the top, surrounded by moving, jiggling stalactites of flesh.

The crystal broke, white mist disappearing as it poured out for a brief moment.

The world shifted, hazy.

Electric blue eyes met burning crimson, sharing a significant look. Sayaka bit her lip, wincing.

The vast, black stone arena disappeared, the altar fading to leave behind a few falling objects. The finger-like pillars hanging over the stadium dissolved.

The girls looked around, inching together until their shoulders were pressed into one another, comforting solidity of the other giving courage to both.

They were surrounded by skyscrapers, staring up at a massive, asymmetric building, almost shockingly modern. It seemed to twist, spiraling into the sky... and towers rising behind the building gave the appearance of fingers of a hand, reaching up toward the heavens. Everything about the scene was unfamiliar, except the unnerving parallel of the two towers.

Sayaka swallowed. "We're not in Mitakihara."

* * *

**Thanks for the feedback about Homura-san, greatly appreciated as always. Wasn't able to find too much about her backstory, hopefully it meshed ok.**

**Compression sleeves? No idea what to call those armwarmer things Sayaka and Kyoko both wear. Compression sleeves are used by athletes, i guess, to make them... better somehow? Sounded better than arm-sleeve, shoulderless sleeve, or anything else I could think of.**

**I am absolutely tickled by the Homura is WRONG! responses. And the resigned fatalism (kind of redundant I guess) that comes with being an aficionado of the series. Gen Uroboros is an evil, hope eating dragon.**


	17. Chapter 17

**Chapter 17**

Sleep Deprivation

Two figures stumbled through the city, their shadows picked out sharply under the harsh illumination of the street lamp. It was all the more stark in the engulfing darkness surrounding them, the city blocks ahead of them almost pitch black.

Kyoko's keen eyes picked out the shattered sockets of the lights ahead of them-purposefully destroyed, no doubt by someone who preferred darkness... probably to hide their dirty deeds. She glanced down the street, searching, but found nothing obvious hiding in the shadows.

They'd been pumping magical juice through their bodies for hours, and now the exhaustion was catching up. Their ability to awaken themselves by using a jolt of power had ceased being a viable way to extend their ability to function. There was an element of diminishing returns in many of their powers, especially ones relating to their own body, and they'd reached the point where there wasn't much they could do... other than sleep. That's what they needed more than anything. Sleep.

Sleep, a tiny part of her insisted seductively. It was almost tempting; Kyoko had slept on the hard, stinking pavement of city roads before, and imagined she'd do so again. But not here or now.

It looked like a bad part of town... but ahead of them, several blocks away, she could make out an towering hotel coated in light, a beckoning glow in the distance.

After a moment of resting, panting with relief as they realized the barrier had gone down, that they'd _won_... Sayaka had noticed they were no longer in Mitakihara. Kyoko was inclined to believe her. She'd begun, despite her own long-lived-by rule, to trust the girl's instincts, and thought that she'd have recognized that twisted high-rise building from her reconnaissance of the city upon her arrival last week. Some kind of residential building, from the look of its lobby, its appearance was... distinctive.

The resemblance to the black tower of the spidery master Witch had been eerie. Kyoko wasn't used to feeling creeped out, and didn't enjoy the sensation.

They had immediately begun walking, neither one taking the initiative, but rather seeming to flow perfectly in tandem, away from the building. Furiously, a block away, Kyoko realized she'd forgotten to grab the Grief Seed, almost smacking herself as she turned around, explaining her lapse to the younger girl. She'd noticed Sayaka turn around, following her as she returned to the street beneath the dominating residential structure. Together they hustled towards the seed, its utter blackness visible even on the darkened, half-lit pavement. She felt silly, embarrassed even, at the comfort she found in the blunette's presence.

Four blocks later, coming out of the maze of darkened office buildings, they'd entered some sort of industrial sector, cement and metal plants and large vehicles dotting the terrain.

Two blocks after that, Kyoko began to realize how tired she was. She watched Sayaka stumble, taking a knee, and held out her hand. Then all hell seemed to break loose.

A group of shadows lunged out of the darkness, rough hands grabbing Kyoko's arms, pinning them behind her. "Hah, boys, look at this. What are you lovely ladies doing out in such a dangerous part of town at this hour of night?" She heard Sayaka gasp. Her own wrenching at the meaty, gripping hands, was interrupted as a dimly lit figure wound up and punched her in the stomach. Her breath left her in a whoosh of pain. "You're lucky we found you, otherwise you might have gotten in some trouble." The man holding her arms dragged her roughly, bringing her back into the alley. She fought to regain her breath. "We're gonna take real good care of you, don't you wor-huh?"

A gleam of sapphire shone from her left, erupting in a flash of pale light, Sayaka using a burst of power to overcome whoever had been holding her. In the brief flash of light, despite her pupils contracting painfully at the brilliant assault, Kyoko had noticed many figures, and the glint of steel-gun or knives, she didn't know nor care.

Finally getting her wind back, she took advantage of the furiously blinking man holding her, hooking her leg behind and dropping his fat ass to the ground. He started to utter a curse, but suddenly cut off, staring into eternity, the spear tip protruding from his back having completely hollowed out his chest. A small radius of furious crimson illuminated the street, and the shady looking characters confronting them.

Sayaka fought as well; the men initially taunted, then shouted, finally cursed, panicked, hopelessly fled, then futilely wept. And somewhere in there they had died. The five of them had been scattered about.

Sayaka looked... distracted. _Not again_, she thought as her conscience stabbed her for killing another human... several... again. Turmoil from conflicting emotions raged through her. She felt like something had been quenched inside her.

Kyoko looked... satisfied. _Never again_, she thought, her own perspective focused on an entirely different interpretation of events. It took her some moments to calm down enough to be concerned for her companion: the reddish glow of her Soul Gem bathed the scene in the color of blood... which she thought was ironic since only the darkness hid the fact that the area was indeed, literally, covered in the vital fluid.

"Sayaka. Hey. Hey!" Kyoko walked over and gave the girl a hard, strategic poke. "We need to get out of here, now. Unless you want to try and clean this mess up..."

"What w-were they-why would... we j-just... they're all..."

"You know exactly what," the red head replied shortly, feeling a little nervous at the thought of a police cruiser arriving on the scene. Bad part of town or not, some of the screams had gotten pretty loud, especially the one her blunette had... well, Kyoko was still a little too disgusted and amazed by what had happened to dwell on. _Well, the punishment fit the crime_, she thought pragmatically, feeling better. "Also, unless you're completely clueless, you know the why. We did what we had to do, when you think about it," she rationalized, not being entirely honest that she'd rather enjoyed the experience, finding it as empowering as always. "Not only for ourselves but anyone who'd have to come in contact with those filth... even just having to pass them in the street," she ended with a mutter, under her breath.

The pretty-_but soft_, Kyoko reflected, _still_-younger girl seemed to be struggling with something, no doubt related to the two bodies Kyoko had discovered on her way into the train station, hours that felt like days in the past. She was tired, and couldn't exactly remember the circumstances, but she recalled them having a scummy look about them, too. She remembered the gore encrusting Sayaka when she'd met her-the bizarre feeling of being disturbed and, somehow... it had made her pulse race, feeling breathless-Sayaka had looked _dangerous_._ I've got issues_, she thought to herself, ruefully but without the self-blame her father had encouraged in her, so long ago. It felt more like amused acceptance.

"You do what you have to do. Those fools made a choice," she said, kicking one of the round objects at her feet down the street, rolling oddly, unbalanced. "So did we. And we were right. But only because we won."

She leaned into the blunette, who's eyes seemed to glow an electric blue as she gazed into them raptly, laying a hand on the white-cloaked shoulder. She could almost see her own crimson eyes reflected back in them, despite the dimness.

"You are only right if you win, Sayaka. Only if you survive. That is what comes first. You can't be right, and dead. You are only just dead."

She couldn't tell if the girl had understood her, or even listened. Grabbing an arm, she helped her dazed companion get to her feet, and start walking through the darkness, toward the light of their destination. Magical outfits fading, Kyoko embraced the darkness that had seemed so threatening moments before. She realized that, of all the dark and dangerous things the blackness held, nothing could compare to the dangerous darkness hidden within Team Kyoko Sayaka.

* * *

The night manager at the long, expensively inlaid table in the hotel lobby stared, watching the two shabby figures approach. Two young girls, filthy, skinny, and haggard looking. Obviously junkies, probably selling their diseased bodies for the next fix, runaways and dropouts living a half-life dominated by the need to find their next source of drug to feed their pitiful, self-destructive addiction.

He picked up his phone, finger pressing down on the security team's private number as one of the girls, a tired looking red head, approached. Half a minute later, seeming to jerk out of a trance, the man became aware of furious requests from the receiver he held halfway to his ear. "Nothing, ah, so sorry Yojimbo-san. It is nothing, everything is perfectly in order."

Through the receiver, the hollow sound of his voice, far-away and even more unemotional than usual, went unnoticed. The red head, however, wore a wicked grin, her canines like fangs in the strong light of the lobby.

Sayaka was dead on her feet-_funny_, she thought loopily, _that the body I'm controlling _is_ pretty much dead, a walking zombie_. She felt her friend grab her arm, leading her somewhere, but hardly noticed the change of lighting or scenery until the elevator began to ascend, the pulling feel of the rapid acceleration disorienting her but also waking her up at the same time. She'd rather have been allowed to sleep.

Kyoko continued to hold her arm, and she laid her blue-haired head down on those muscular shoulders, smelling the musky sent of her friend's unwashed hair and worn green hoodie. She took a deep breath, inhaling the comforting smell...

"Wake up, Sayababe," a gentle, but annoying voice insisted, shaking her. She felt a prick at her neck, and gasped, startled awake. "That's better," Kyouko muttered, licking her sharp canines.

"Whudid you.." the blunette slurred, feeling bricks of exhaustion tied to her eyelids, pulling them down. Her head tilted backward, and she watched the floor number continue to climb... passing through the middle levels, approaching the upper, expensive floors...

Slightly less tired now that her mind was occupied, she wondered where Kyoko was taking her. The elevator started to slow down at the third floor from the top, rolling on through the second, before gently halting to a gentle *ding* as the doors opened, revealing the immense penthouse suite that occupied the entire top floor.

"Holy shit, Ky... what is this place?" Removing the special key card that the night manager had so willingly relinquished, the red head stepped out of the elevator, glancing at her companion, smiling smugly. She wanted the exhausted girl focused on where they were, instead of how there were there. Kyoko had a feeling that Sayaka wouldn't exactly approve, but now was not the time for quibbling over codes of honor.

They made their way, arm in arm, through the marble floor, over exotic rugs, past ornate furniture, through the kitchen. There Kyoko almost paused, but instead helped her friend past, vowing to return later. The place was immense; huge windows revealed a slowly growing pink light illuminating the eastern horizon, a city of tall, shadowy buildings. It was immense, larger than downtown Mitakihara.

Plopping her blunette down on one of the many sofas throughout the room, Kyoko picked up the phone, dialing a single number. She had a short conversation, then went to wake up her sleeping partner. She wanted to get something inside of her before she fell asleep. They hadn't eaten in... hours.

The ice cubes woke Sayaka right up, the freezing cold on her back eliciting a sleep-husky shriek. Kyoko had ordered ice cream, in delicate pastry cones, hand-delivered by one of the kitchen staff, the gentle knock coming at 4:44 AM according to the fancy clock-screen on the end table next to the sofa, which the older girl claimed was lucky. Sayaka could have done with something a little more... solid, but accepted the treat graciously.

She caught herself watching the older girl eat, staring at the pink tongue darting out, carving concentrating rings in the icecream, twirling it around, opposite the way she spun her-

"What's wrong?" the red-head asked suspiciously, catching Sayaka watching her oddly. She rubbed a green sleeve across her mouth. "Do I have something on my face?" she inquired, feeling strangely embarrassed the girl had been watching her eat. She'd never been one for table manners... but didn't want to look like a hobo in front of this girl either.

"Uh... no. No, it's..."

"What?"

"It's good ice cream. I... thought it would be weird-the ice cream, this early in the morning... but its kind of nice."

"Its delicious," the red head stated, diving back into her cone with reckless abandon. Sayaka licked at the drips that threatened to run down her hand, her gaze once again focusing beyond the cone. Feeling a strange feeling... a sort of really tired excitement.

And... if she was honest with herself, and she was too tired not to be... a increasingly familiar sense of hunger, although something inside her doubted the frozen treat she held would be able to satisfy the craving. She sighed, closing her eyes, forbidden visions dancing through her sleep-deprived head.

* * *

Kyoko half carried, half dragged the mumbling blunette past a long window, sighing as she caught sight of the bed... the titanic, circular shape looking more like a work of modern art than a place to sleep. Sayaka pulled her arm away, moaning in a good imitation of a zombie before dropping into the cushy mattress fully clothed, legs sprawled halfway off.

The red head considered her situation. Gingerly, she picked up the younger girl's ankles, pulling her legs fully onto the bed. She debated undressing the girl, but decided against it, not wanting to risk creeping her out in the morning. She looked at the sleeping face of the girl below her, free of care and worry, innocent and sweet. No trace of the sadness she so often chose to carry inside, but also none of the fiery passion that Kyoko had grown to love so deeply.

_Love. Really Kyoko? Surely, appreciate is what you meant. And maybe, just a little admiration..._

She removed most of her clothes, a damp, ice cream-stained green sweatshirt and the faded, short-cut jeans laying in a messy pile on top of her shoes at the foot of the bed. Before grabbing something to eat from the kitchen, she couldn't resist stroking her companions silky blue hair. Gently laying down on the bed, Kyoko ran her fingers through the hair of someone who increasingly meant... a lot. Meant the world to her. Confused, trying unsuccessfully to pin down what, exactly, she was feeling, she closed her eyes, breathing in the scent of Sayaka.

Coconut, she thought dreamily. Smells kinda like coconut...

* * *

She woke up with a start, dreaming of the dark tentacles that had sucked out heat, freezing her leg... _pins-and-needles_.

She was luxuriously cozy... bundled up under the covers, the press of firm warmth across her chest, arm draped over something hot and soft and precious, holding it tight... Kyoko cracked open an eye.

Her leg was asleep. Sunlight blazed through the wall of windows. Kyoko realized, with a kind of horrified excitement, that her right leg was sprawled out, trapped tightly between the hot flesh of Sayaka's thighs. Her heart rate tripling, she took several shallow, rasping breaths, careful to breath upwards to avoid blowing on the tangled blue hair just inches from her face.

She pulled back the covers-she didn't remember getting under them last night, just laying down next to her sleeping partner... and realized that at some point during the night, her companion had removed her clothes as she stared at the blue bra strap running across Sayaka's otherwise naked back. Her eyes roved down the curving spine, admiring the blunette's defined shoulders and smooth, pale abdomen.

Her girly little panties did nothing to calm Kyoko's racing pulse. Closing her eyes, as if to resist temptation, she slid her hand down, getting a hold of her partner's right calf, gently spreading her legs apart... slowly extricating her own leg from the vice-like grip.

Unfortunately, Kyoko's leg, fast asleep, flopped like a fish, nudging Sayaka's other leg. The red head froze, afraid the beating of her heart could be felt vibrating through the bed, sure to wake up the sleeping blunette even if her own traitorous limb did not. She heard a soft snort, adorable, but detected no movement.

Gently, delicately, Kyoko shifted her grip on the younger girl's leg, sliding her hand up below the knee, prying it apart from her own. Carefully, she fully removed the last of her leg from the danger zone, slowly letting the leg drop. Kyoko rubbed her own leg, squeezing and kneading blood back into the tingling limb.

She lay there, panting slightly, having held her breath for a good portion of the time since she'd awoken. Unable to resist, she ran her hand down the girl's flank, feeling the ridges of her ribs, tracing the curve of her midriff.

Goddam. Kyoko turned over, pulling the blanket above her head, breathing slowly and deeply for some time before falling back to sleep.

Sayaka smiled, still half asleep. Not fully understanding what had been going on, she nevertheless had enjoyed whatever it was. The feeling running up her leg, the tickling traces along her back... she would have liked it to continue. Drowsy, she tried to go back to her dream.

* * *

**More to come.**

**Please let me know if you'd like a cool, refreshing glass of pink lemonade sub-story, I won't indulge (or at least post) for my own gratification...**

**Skip the rest if you don't want to hear me rant about a delicate issue.**

**The "assaulted by men" is cliche, but hopefully ends somewhat uniquely. Something like 1 in 6 women in America can _expect_ to be assaulted in such a fashion over the course of their lives. Most of those are not results of random gangs of evil dudes, but close friends and relatives... unfortunately there's not many victims able to transform into bad ass wielders of magical weapons. Learn Aikido instead. Report the bastards if you ever become aware of something wrong like that happening-over half of all attacks go unreported. People like that need to pay, even if for some reason we refuse to accept castration as a legitimate penalty.**

**It would fit the crime, after all.**


	18. Chapter 18

**Chapter 18**

Surprises

A guttural, grunting sound came out of a tangled mass of crimson hair. Groaning, Kyoko cast about, only semiconscious, trying to determine what had disturbed her slumber. Snarling, she extricated herself from the silky satin sheets that she'd twisted herself into during the night. Or morning. Whatever. The sun was up... with another grunt, she freed herself from the luxuriously soft fabric. Her friend's phone on the bed stand was still dead, Sayaka not having thought to bring a charger along with her. Kyoko didn't have a phone, so she went with the old standby: glancing at a bedside display. 10:27.

She glared at the clock._ I barely had time to shut my damn eyes! Screw that_, she thought, flopping back into the downy bedding, sprawling out, ready to fall asleep again.

That dream... it had her all hot and bothered. If only she could get back to it, maybe she'd find some relief from this-

Maroon eyes flashed open. She had realized two important things, tangential but connected.

Sayaka wasn't in bed anymore.

And someone was running the bath.

* * *

Humming softly to herself, Sayaka laid the breakfast out on the plates. Her attempt at a riceball hadn't succeeded very well, the lumpy pile of steamed rice a testament to her effort if not intention. It still tasted good. Even better was the tamagoyaki she'd made. One of the few dishes she'd taken the time to learn... a childhood favorite, she'd loaded it with extra sugar.

She'd been astounded when, upon opening up the small refrigerator in the conspicuously large and well-appointed kitchen-it was larger than the Kaname's, for god's sake-an amazing assortment of foods awaited her sleepy gaze. She'd hoped for something, anything... but it seemed there was fruit and meat and all manner of condiments. Exploring the cupboards, she found an assortment of spices, herbs and sauces. Everything appeared unopened. The meat smelled fresh.

_What kinda hotel is this?_ she thought, starting to get a little nervous about the whole situation. Then she noticed the special rectangular pan, the one she remembered using with her grandmother, back before she'd... Sayaka smiled, a bit wistfully, as she picked up the makiyakinabe that brought back memories of a time long ago. A happier time-

_Hmm. Not really. I'm feeling pretty good right now...about, well, everything. _Sayaka was amazed to realize that, for the first time in weeks, months even, she felt... happy. Excited to be up out of bed, feeling like life was worth living. It was... refreshing. Like a summer breeze blowing across her soul. Or rain in the desert.

She whipped up the egg concoction in an almost manic frenzy. She'd never been the most diligent regarding cleanliness, and by the time she had prepared the square layers of egg, rolling them together after providing some additional flavoring, the formerly-pristine counters were covered in a mix of eggshell, yolk drips, scattered clumps of rice and earth-toned rainbow of powders.

As she cooked, her mind kept coming around to a feeling of excitement and nervous anticipation, tied somehow to a twisted bundle of silk and red hair. She was making enough of her favorite breakfast for two. It was actually enough to feed four people, but knowing Kyoko... _it should be enough to curb her appetite, at least_, Sayaka thought with a certain sappy fondness, feeling as if she were really starting to know the other girl, appreciate her... understand her, like she got Madoka.

_Let's not get ahead of ourselves_, she cautioned, admitting to herself that sometimes Kyoko was a tough nut to crack.

* * *

Grimacing in barely-awake fury, Kyoko gave up trying to untangle her hair, wrenching her fingers out and ripping out several strands in the process. Snarling, silently because-as she saw it-she was in *stealth mode,* the bed-headed red-head crept toward the closed door, wriggling into the black tank top, gliding across the expensive-looking hardwood floor on the balls of her feet. _Like a ninja_.

Heart beating strongly, rapidly now, feeling warm and flush from the hunt like she was in he-... in the heat of battle, Kyoko approached the door with exaggerated care, glancing around furtively. _What's a little scare between friends? _she thought, chuckling inwardly and drunk with anticipation. She was going to give the blunette a heart attack. _And maybe I'll get a little something in return_, she thought. _Probably a slap... I could live with that._ She prepared herself with a deep breath, trying to wipe the smirk off her face before reaching for the etched brass door handle.

A burst of steam escaped the room, blinding her momentarily. _Damnit_, she thought, somewhat obviously, _steamy in here_. She darted inside, closing the door behind her as quickly as possible, noting with ambivalence that quite a lot of the steam had escaped through the open doorway... she could now be seen, if Sayaka was paying attention... but she could also _see_. The bathroom was huge, tiled floor with mat's placed in strategic locations, around the immense bathtub, for example. Through wisps of billowing steam, she saw the slat-sided wooden tub.

_Its about to get even steamier_, she thought to herself, before she realized with shame how terrible a pun it was. She resolved never to mention the stray thought to Sayaka, no matter the circumstance. Like it was out of some trashy yuri novella pedaled to men and boys across the islands. Ugh. She _was _so going to scare the crap out of unsuspecting, sweet little Sayaka... _Hopefully not literally_, Kyoko acknowledged darkly, her anticipatory grin wavering as she remembered and dismissed an occasion some time back, a "prank" taken a little too far... _That would be awkward._

* * *

Sayaka had imagined this... waking her friend up, offering her the one thing she wanted more than anything in the world-food... Kyoko devouring it, possibly asking for more, probably not thanking her... Kyoko was who she was, and the younger girl had decided to accept her as is... for the most part anyway. She was just excited to give the girl something, a present or gift or whatever, just to be... thoughtful.

And she had prepared extra, of course, and held back, thinking to tease Kyoko into pleading and begging for more... which she would miraculously provide! She carried the steaming plate in one hand, a glass of "tropical" juice-or so the label had claimed-in the other.

One scenario that had never been conjured by her imagination was finding the twisted mass, which she'd envisioned poking awake, maybe with a gentle stroke to her muscular shoulder... finding it empty.

Only a pillow was wrapped in the blanket. Had she... imagined it? She shook her head. Had... had Kyoko... left? Confused, she stared at the empty, messed up bed, her eyes noting the missing signature tank top she'd hung on a nearby chair.

_Oh shit-the bath! _Suddenly remembering that she'd intended to make a quick breakfast while it filled up-the thing was immense-Sayaka was afraid she'd been gone far too long. She could imagine the water spilling out over the vast oval of wood, sloshing over the mat-rugs, water flooding the floor, dripping down the walls, dribbling into the room below, prompting calls, visits, accusations... trouble.

Placing the plate and glass down on a nearby table, the blunette rushed toward the bathroom.

* * *

Kyoko sat poised, ready to slip into the tub. Gingerly, she extended a foot... not too hot. She stepped inside, thinking to hide until her friend returned... then she thought, _This is kinda weird_.

Her excitement, her fervor... it seemed to leave her at the thought. Most of it, anyway. It would be one thing to play an innocent little prank, scaring a bathing friend by sneaking up behind her while she soaped up in the tub. Girls did that kinda thing all the time, right? Harmless fun! But Kyoko, even with her lack of social skills, knew it was another thing entirely to have been waiting... lurking, in someone's tub, waiting for them to come in._ If I get a little peek, so much the better_, she'd told herself while formulating the plan in bed. It was another of those spur-of-the-moment things... and once again hadn't quite worked out and had changed into something else entirely... more sinister.

Shaking her wild red mane in frustration, she got up and stepped out of the tub. Wanting to make a quick escape from this increasingly awkward and ill-conceived situation, she grabbed her panties and tank top in one hand, holding the towel across her chest closed with the other. She reached out with the hand holding the clothes-she was disgusted with how damp they already were, soaked instantly in the humungous steamy bathroom. She felt the handle resist, and she yanked it open, hard.

* * *

Sayaka reached out, but as her hand grasped the handle, it seemed to twist by itself, opening up into the steamy room... a billowing white cloud revealing...

* * *

Kyoko looked into the abyss. Caught in a moment of chagrin, the veteran was totally unprepared to be caught in the act she'd decided might come across as... creepy. She jerked back, startled hands flying forward, instinctively ready to intercept whatever danger had been deadly enough to truly surprise Sakura Kyoko.

In the fraction of a second it took Kyoko to will her body to respond, to grab the unsecured towel she'd been covering herself with, the damage done. She made a desperate grab, but it fell to the wood floor with a soft, wet plop.

* * *

The sight of the bare, supple body before her, frozen in mid-lunge for the traitorous towel, made Sayaka's insides squirm. Not unpleasantly, although-truth be told-with a stomach full of egg it was not the most pleasant sensation. She let out a deep breath, all in a single whoosh as if she'd been hit in the stomach.

* * *

Kyoko shrieked. At least on the inside. She held her breath, waiting for her mind to start working again.

* * *

Time seemed to stand still, shocked and staring blue eyes stuck just... below... eye level as the startled maroon gaze widened in horror.

Sayaka's eyes roamed down, seemingly of their own volition, seeing the taut belly... darting hastily over the triangular patch to the long, muscular legs, locked, muscles rigid. Flicking a glance up-_oop, not far enough_-meeting the far-off gaze of her friend, before lowering them in...shame? Sympathy? Or was it curiosity... interest? Whatever the cause, wherever her gaze landed was... inappropriate. Her insides were feeling all wrenched-about. She was also blushing furiously. She felt strangely warm.

But she didn't look away. Kyoko, having recovered somewhat, noticed. The red-head had an absurd urge to cover her top and bottom with her arms and hands... but fought to resist the instinct. She was, after all, a badass. She slowly gathered herself, bending down... not seductively, exactly, but certainly aerobically, to pick up her towel.

Then Sayaka said: "Aaaaah... You're dripping wet. Its getting all over the floor!"

"Its not what you think!" the red-head shouted, defensive. Her eyes looked around wildly, as if searching for an escape.

Sayaka made a show of nonchalance, as if her cheeks weren't burning like a setting sun. Shaking her head, she held up a hand, trying to appease her friend's obvious embarrassment. "I don't mind if you steal my bath, Kyoko," she said cheerfully. "You've got just as much right to soak in the tub as I do. More, since you're the one who got us this room..."

"Er... yea, don't forget it..." the older girl muttered uncertainly. Looking down, she missed it when Sayaka rolled her eyes. Then the blue-haired girl smiled.

"Doesn't look like you got too far in there," she observed, giving the older girl's hair a playful tug. "If you're not jumping right back in... I made some breakfast."

"Breakfast?" Many complicated thoughts and emotions were supplanted, to be dissected and acted upon at a later time, as Kyoko's attention focused on a need she knew exactly how to fulfill.

* * *

"I... I've got somethin I gotta tell ya..." Sayaka watched in interest as, after her third omelet-cube, Kyoko got a strange look on her face. Their light conversation had died... it had been mostly one-sided anyway, the older girl's mumbles rendered incomprehensible by the mashed eggs and rice that filled her mouth to near-choking. Sayaka looked away, not finding the image very flattering, but found herself grinning about it fondly anyway. She felt like pinching herself.

But then Kyoko had gotten very quite. The blunette would have called it introspective, or worried, if she hadn't known the veteran better. And then, this. It sounded... foreboding. Sayaka felt a little bird inside her flutter, wounded.

"I... haven't been completely honest with you..." The bird seemed to drop, dead, far heavier inside her stomach than any bird had a right to be. Kyoko looked... distraught.

"I... really, I don't know what to think. We've been running around together for a bit now, and, well... I was worried how you'd take it last night. I don't want to give you the wrong impression about me..."

Sayaka waited, having a hard time swallowing. The sun seemed to dim outside. Deep down, she'd expected... feared something like this. That damn bird had arisen, zombified, and begun pecking at the lining of her innards._ I work alone... she's gonna say I work alone_...

Kyoko got up, walking to her green sweatshirt. Sayaka watched, expressionless-or so she hoped, taking the opportunity to blink a few times. The older girl rummaged around, Pocky wrappers and cookie crumbs falling out to the ground. Finally, she turned around, her fists closed around something.

Approaching the table, she sat down. "Don't be mad at me. I don't lie, and won't hide things. At least, not from you." Then she turned over her hands, opening them to reveal...

Sayaka, not knowing what to expect, certainly didn't expect this. She gasped, eyes glimmering in multicolored hues.

"A-are... those...?"

"Yep."

"How d-did they..."

"When the barrier collapsed. They were on the street, by the Grief Seed, but so dark they were almost invisible. Remember those lights, the glowing chain thingies up on that Witch's stoop?"

"...Stoop?" Sayaka said, confused by several things at once. _How could there be-_

"Its... like... where birds hang out. Or something. The big altar thing."

"The... colors. Right. There was yellow, blue and orange..."

"And don't forget: red. And green."

"Her eyes!"

"Yes. And that thing... inside."

"What in-wait! Does that mean, when we destroyed that crystal inside the Witch... we destroyed a Magical Girl's Soul Gem?" Sayaka was aghast at the thought.

"Meh, I doubt it," the red-head said, trying to ease the younger girl's conscience. She was gratified by the relieved look on the blunette's pretty, but so frequently sad, face. _Its not a lie,_ she consoled her conscience,_ it could very well be true, and we'll probably never know for sure._ Kyoko fingered the three faintly shimmering crystalline eggs. Their muted colors, pale yellow, dark orange, greyish-blue, swirled lazily, surrounded by heaving black masses of churning cloud. Their fine, golden filigree around the rim of the egg was tarnished... Kyoko drew a ragged fingernail over the pitted, almost acid-scarred surface of the yellow Soul Gem.

"Any ideas?"

The question took Sayaka by surprise. "Uh... well, you're the... the veteran. Have you ever... encountered anything like this before?"

Kyoko shook her head. "Their bodies are gone; with the barrier, if not before that. These are dark... almost ready to turn, by the looks of it. How is it that the Witch had these? What's the deal with the chains... and most of all how come these things didn't go Grief Seed before now?" She met Sayaka's confused, almost frightened gaze. "You and me... we're the only one's I know about who have had their gems... removed from their... area of control. Gah!" She exclaimed, frustrated at her inablilty to put that terrible memory behind her. She felt a hand cover hers... the weight of the world seemed to lessen a bit, a feeling of... energizing. Kyoko found herself wondering if it were merely the endorphins pumping inside her or if there was actually something... magical... about the sapphire-eyed girl's touch.

"Do you feel..." Sayaka's question died on her lips, seeing the affirmation in her friend's wide, crimson eyes. Beaming with excitement. Bright... almost seeming to glow-

"Sayaka... your eyes! I knew it, I thought..."

"What? What?" the blunette peppered the wondering red-head like an overeager child, wanting unbiased confirmation of her bizarre observation.

"Come with me." Kyoko rose, still holding Sayaka's hand... clenching it rather tightly, the girl thought, wincing. She allowed herself to be dragged into the bathroom. The water still hadn't been shut off... it was only prevented from overflowing by an array of drain holes running around the top rim of the wooden slats. It gurgled noisily; Sayaka approached to turn off the faucet, but the lights went out.

"Look in the mir-_shit_!" Kyoko exclaimed.

Sayaka gazed into the darkness, the mirror reflecting two pairs of glowing, intense eyes. Red, and blue. The radiance didn't appear to illuminate the rest of their face, or anything in the room, and certainly did not allow them to see in the dark since the rest of the room remained pitch black.

"Whoa... ah... _huh_?" _What the hell is going on? _The blunette was more than a little weirded out by the alien, glowing blue eyes that stared at her from the darkness. They looked... so... cold.

_Badass_, thought Kyoko. Crimson and azure. Fire and water.

* * *

Holy crap, seriously I am absolutely loving the comments, it is so gratifying to see what's working, and thanks so much for the feedback, speculation and letting me know what you think is cool and crazy. Ir's really fun to have a reason to write.

Glad I'm able to make the friction at least somewhat compelling; I am such a huge fan of these two characters... as always, let me know if I can do them further justice. I feel a bit ashamed for not responding to your wonderful and insightful comments; I've got another hour and I'm working next chapter instead.

What about Madoka, and Homura, and Kyubey, you asK? You may have to keep asking a while, but they'll return soon enough. What exactly is going on in Mitakihara in the days leading up to Walpurgisnacht?


	19. Chapter 19

**Chapter 19**

Speculation

Several minutes were spent in contemplative silence.

After some time spent staring at themselves, or rather at their suddenly-luminous eyes, Sayaka let go of Kyoko's hand, moving forward to peer in the mirror.

She saw the pair of glowing blue eyes dim, then fade to blackness. Glancing around, she noticed the ruby glare of her partner had disappeared as well. Huh.

"Whaaaat?" Confused, Kyoko reached out... as her partner's hand had left her grasp, she'd seen her vivid crimson eyes fade to an ember, then snuff out. The older girl's searching hand found the warm forearm of the unseen blunette. "Did you see...da _hell_?"

_Wow_, thought Sayaka, somewhat at a loss. As soon as Kyoko's hand had clamped around her own, she had felt it, again. An almost physical... jolt. A current, running between them. And she'd looked back, into the burning crimson eyes of Kyoko, twin flames in the darkness. "Uh..."

"They're on again!" Kyoko roared, gleeful. She turned back to the mirror, admiring the effect.

"Let me see something," the blunette replied, considering. "Let go."

The red-blazing-eyed girl dropped her arm. The light faded from her eyes.

"What the hell is going on here?" she mused, more puzzled than distraught.

"Ah... it seems like, when we are touching..." to prove her point and test her theory, Sayaka reached out a hand, emboldened by the darkness, aiming to stroke the girl's face.

"Ow! My _eye_! Watch it," Kyoko roared, then grumbled, reeling backward and cupping her poked eye with a hand.

"Oh no! Uh, sorry, _really_ sorry..."

"Better be." Kyoko muttered. She moved forward, free hand groping the darkness, finding... the switch. She closed her eyes, intentionally not letting the blunette know of her intention. She heard a satisfying grunt, and opened her good eye wide enough to see the other girl shielding her face in the crook of her elbow, frowning mightily. Kyoko chuckled evilly in her mind, extremely satisfied with herself.

The bathtub was still filling, overflowing into the drain along the rim. Sayaka turned off the faucet, red-faced. _Real smooth_, she told herself, feeling like an ass.

She saw the red head standing at the large mirror, examining her eye._ Maybe I should just heal her_, she thought, approaching her friend from behind.

"Meh, no damage done," the older girl said approvingly, wiping away a tear from her still-stinging eye. She hadn't meant to snap-but it was her goddamn eye! She turned around, her remaining sharp eye noting Sayaka's approach. "I realize that the glowing-eye thing happens when... we're... touching," For some reason, the older girl found herself extremely excited by this discovery, strange as it was. Her mind unable to resist various other methods of examining this phenomenon, the idea of some experimental touching very appealing at the moment... but the other girl's eyes had that hurt look in them again. Not hurt, she realized, impressed at her ability to read the the blunette. Usually she didn't care to assess people outside of battle. Sayaka looked confused, and a little frightened.

"What I don't get," the veteran began, approaching the problem head-on, "is _why_ our eyes are glowing. This has never happened before... wait... no..." Her voice trailed off.

"What? _What_?"

"In that crazy-ass labyrinth. I remember... remember you doing something when I was trying to trap the Witch. I... lost it... lost control." The long red ponytail flopped forward as Kyoko glanced down, from all appearances looking shamed. "It was like... back at the beginning. The thing just... snapped... out of my grasp. For a second, I was so scared..."

Sayaka had been waiting with growing excitement, desperately needing to blurt out something but not wanting to interrupt her friend's memory. "I remember!" she squealed. "I grabbed your shoulder, I was gonna heal you, but you seemed to jerk away, and then your eyes had this amazing..."

"Furiously crimson light shining out of them?" Kyoko supplied.

"Ahh, I'd say more like a radiant ruby glimmer..."

"Mmm." The red head considered, then nodded with probational acceptance. Then her eyes narrowed. "Do you remember what happened next?"

"You wrapped up that bitch in those ginormous chains."

Kyoko held the blue stare levelly. "You've seen my attacks before. That was the first time I've made something that... big. And it wasn't just that... there were times, when it felt like, I don't know... I had more power. I can't describe it any other way..." she looked away, frustrated by her inability to communicate that primal surge of vitality that had coursed through her arteries with each heartbeat...

"I know exactly what you are talking about!" Sayaka exclaimed. The wild burst of intensity, a complete and total focus upon whatever she strove to accomplish negating the rest of existence until the task had been completed. _Well, maybe that's a bit of a strong way to put it_, she thought, abashed. There was also the fear, the worry, the terrible near-death experiences. But still, it had felt pretty amazing... especially since she had mostly managed to keep up with the spear-wielding veteran.

"Since we are talking about that place," Kyoko began, and her younger counterpart groaned in protest, "I have to bring up those Soul Gems again. They're pretty dark, no telling when... when they-"

"They're alive. They're just like us! They... they just don't have b-bodies. What you're suggesting... killing them? Really? That's what we'd be doing."

"What?! You're crazy, Sayaka... wouldn't you want to be... put out of your misery if you were about to get all Witchy?"

"Th-there has to be another way! We have to at least try..._something_." Sayaka's lower lip quivered, thinking about the poor girls trapped inside. She had dim, almost non-existent memories of the time Madoka had thrown her Soul Stone off the overpass... Madoka! Damn, she needed to call her friend, and soon.

"I gotta call Madoka, let her know where I am. She'll be worried..." Kyoko frowned a second before the blunette swore violently. "My phone's dead! And I can't remember any of the numbers!"

"Those things rot your brain, I knew it. The radiation... from the... satellites. Microwaves and stuff." Sayaka was giving her the evil eye. "What?"

"Thanks for not helping."

Kyoko made up her mind in an instant. She had been about to inform Sayaka that, yes, this Yakuza-run hotel catering to quasi-legal businesses could easily and quickly supply her with any type of charging cord she'd like, as long as the order came from this room. She could have a car delivered. By a helicopter. If she wanted. Kyoko felt the urge to share this heady sense of power with her friend, hoping to open her eyes to the advantages of situational ethics and her own charming self.

_But fine, whatever. Let the girl mope about her pink-haired friend. If she wanted my help, she'd ask for it... don't want to get my head bitten off again._

After an uncomfortably long time, Kyoko had a thought.

The older girl broke the ponderous silence with an innocent inquiry about Sayaka's family life... the reminder of which caused the blunette to go into a somewhat predictable panic over what her parents were going to say. Kyoko was nervous about this-she didn't want her friend to have to "go home," but she also didn't want her reported as a missing person. The veteran was familiar with the police, having been in some sticky situations during her year-plus on the streets, and had no wish to re-establish the relationship.

Then Sayaka had remembered a number, her father's, who had insisted she learn it a few years back when she'd begun to be a little more... independent. She hadn't called it in a while, usually just texting her mother updates on her whereabouts.

"~Hee~ey, Dad! Yeah, its me... sorr-... yes, I am sorry Father... yes... well, I've been hanging out with Madoka... yes, sorry... we were talking late into the night, you know, and just decided to make it a sleepover. I didn't want to disturb you. Uh-huh, my cellphone died... Yeah, if it's okay, I'm gonna spend another day with her, probably crash over at her place again. Ok... yes, see you soon! Thanks!" Sayaka's cute little fingers hung up the receiver of the ornate hotel phone. Good thing he'd never sprung for caller-ID, she thought, chuckling delightedly. She gave the red head a thumbs up.

Kyoko watched on as the blunette lied through her teeth to her father, the maroon orbs of her eyes inscrutable. She'd omitted knowledge, yes, but had never been _purposely_ dishonest to the man...

The faint whiff of hypocrisy threatened to overwhelm her increasing respect for the younger girl... until she realized what being honest to her father had resulted in. The red-head realized this was one aspect of her friend's life she had no right to judge. It had just been so... smooth. Easy. Almost rehearsed. She bit back a sharp retort... something about honor, and asked a question instead.

"So, uh... what happens if he calls the Kaname place?" The veteran asked with just a touch of rudeness.

Sayaka narrowed her gaze, beaming victory turning into annoyance. "Did you just use an _incredulous_ tone of voice with me?" she asked, politely but with obvious displeasure._ Doesn't she trust me yet?_ "The only number my parents' have is Madoka's. If either chooses to call her, which they won't, Madoka will cover for me. She's done it before... Madoka's, like, the most loyal, trustworthy friend..."

As her sky-blue eyes sucked in the details of the girl standing at the end of the bed, Sayaka caught a brief flash of something... pain, or disappointment? For an instant, it marred the beautiful features of her new... what? What was this... this thing she'd seemed to enter into with the older, flame-haired Magical Girl? They helped each other, fought together, so they were partners. They cared about one another-Sayaka knew this because Kyoko had come to help her at the train station... and from the look she sometimes saw in the veteran's eyes. She cared, obviously... they both mattered to each other. But... how much?

It was like a storm was raging inside of her, mind flinging memories and thoughts and hopes around her head. Fighting the red-clad Puella Magi in the alleyway, for some reason refusing to give up, dueling the older girl to a standstill. Her pride, throwing away her life, her _purpose_ for living... only to be rescued from the brink of destruction by the one and only Sakura Kyoko.

The brief, forceful kiss... that had woken her up. She'd tasted chocolate and salt, wondering how close she had been to the edge, sickened by her weakness, amazed at Kyoko's strength. The hard ass veteran, who'd initially tried to bully her at every encounter, had shown up in her darkest hour... When no one else had. She knew Madoka had looked for her, loyal and selfless friend that she was. But it wasn't a friend that could have rescued her. Not even a best friend like the little pinkette.

She'd needed something more. Something to replace the searing loss she'd felt after Kyosuke's... whatever. Definitely not _betrayal_... indifference? Sayaka felt like she had so much to give the world... if she had someone to share it with. She needed someone, and in return needed to feel needed herself._ Too needy_, she thought to herself, but couldn't help it.

Not that she wasn't satisfied with Madoka, but she was like a sister... there were things, things about herself, that she would never share with her tender-hearted, innocent classmate. There were some things she hoped Madoka would never have to learn about the world... she didn't want her to lose that spark of enthusiastic joy for life that made Madoka... _Madoka_.

Sayaka's pulse began to race, and she looked down, forcing her eyes away from the provocative red-head. She felt a little flushed, avoiding the increasingly uncomfortable gaze that seemed to wait for her next words with bated breath.

"K-" Sayaka cleared her throat. "Ky... you aren't... _jealous_ of Madoka, are you?" Another throat clearing was required under the intense stare she reluctantly met. The red head's finely sculpted face seemed to grimace a moment before turning into a wide grin that never reached her maroon eyes.

"Jealous? What ar-"

Sayaka closed her eyes and rolled them, then interrupted. "You definitely have nothing to be jealous of." The older girl snapped her mouth shut on the improvised retort, and consequently her tongue as well. The younger girl interpreted her wince of pain as an angry grimace-a face she'd gotten used to, even fond of... but not in this context.

"Look, dumbass," she began, emphasizing one of her partner's favorite terms of endearment, "Like I said, I trust Madoka, with all sorts of stuff. She's like my best friend in the whole world. We've known each other since primary school... she's an important part of my life. I'd trust her to help me, cheer me on, and make me feel better about the world, even when it totally sucks." She paused for a breath, trying to read her partner's expression and failing.

"I've barely known you for a week. We weren't even friends, really, until tonight. You tried to kill me two days ago..."

"Errr, yeah." Kyoko muttered, dropping her head and allowing her long ponytail to fall of her shoulders, its tip dropping to the edge of the bed. "Sorry about that..." she finished lamely.

"Heh, yeah. I know it's crazy, but..." Sayaka paused, allowing the red head to regain her equilibrium. Gazing back up at the object of her affection, Kyoko's attention was completely divided as she listened to the blunette, watched her open, expressive face intently, all the while thinking of all the vast number of scenarios in which the phrase "it's crazy, but-" could lead to happy and unlikely outcomes.

"I know this seems crazy, but it feels... right, being around you. With you. You know what I mean? Like, I don't know, I've known you, or something. In a past life, if there were such a thing. A long time, like months, or years, not... days. Hours, really. I'd trust you with my _life_. My _soul_. Am I creeping you out with this?" Sayaka inquired, a pleading tone in her voice begging for validation.

Kyoko stared, a blank expression on her face. Am I reading this right? She tried to think of a way to explain that, yes, she was super creeped out... at how much of what Sayaka was saying synced with her own thoughts toward the girl.

"I guess what I'm trying to say, Sakura Kyoko, is that I feel very... fond of you." _Fond?_ thought Kyoko, ambivalently and with intense trepidation. "I... admire you greatly, Kyoko. You have saved me, saved others, you're a bad ass fighter and way smart when you want to be, and... well... I guess I'd call it _swagger_ instead of style, but you've got lots of it. You're amazing..."

"Damn it all to hell, you're so ruining my style. I'm blushing!" the red head tried to complain, turning away with an attempt at nonchalance. She was wishing all those things Sayaka was saying were true, but sensing a buildup towards a colossal letdown. Nothing about how damn hot she was, how attracted the girl felt...

"Not to mention you're just about the most gorgeous girl on the planet..."

It was the tiny but unmistakable undercurrent of jealousy that convinced Kyoko to stop turning away, froze in place. Sayaka noticed, giggled. When the older girl turned back, the blunette dropped her eyes to the bed. Looking a little flushed, she reached out a hand, grasping Kyoko's battle-hardened fingers in her own, taking a measure of reassurance from another example of the red-head's toughness. Kyoko allowed herself pulled, and sat on the bed, cross-legged and turned to face her friend.

"Its weird... but I can't stop thinking about you. The worst of it is, even when I'm right here staring right into that beautiful face of yours, a part of me can only worry. What's going to happen next? Do we go our separate ways? I can't imagine... I don't want to be separated from you, Kyoko. I can't help thinking it isn't healthy, but... I feel like I _need_ you in my life.

"So... Kyoko... would you like to go out sometime? In a context outside of killing corrupted Magical Girls."

Crimson eyes glared dully, uncomprehending. "D...did you just..."

The blunette raised her right eyebrow questioningly, all the while holding her breath, insides clenched.

"You... asked _me_ out?"

"Well..." Sayaka huffed, starting to get nervous. After all, she'd misjudged these kind of things before.

"Are you _fucking_ serious? I... I..."

"Ah..."

"I... was _going_... to ask _you_."

Sayaka's eyes lit up, the defeated look gone in an instant, replaced by a dreamy smile. "You... wow. That is so... hmm." And when that didn't elicit a response, the blunette "Hmmmmm"ed again.

Kyoko took the bait. "What?" she grumbled.

"So... would you rather... would you want to ask me out?"

Kyoko was caught off guard by the offer, utterly failing to detect the mischievous glint inside the azure eyes. Blushing, she hemmed and hawed, then spat it out. "So... would you go out with me?"

"No."

"But my offer still stands. You may go out with me." Twinkling azure eyes above the almost wicked smile... it was too much. Kyoko sputtered._ Now it's "may"? What had gotten into this girl?_

Despite her "experience," Kyoko was no Tomoe Mami. Sure she'd learned things... but she'd never been the seducer. She'd never taken the lead. She was at a loss. She had imagined before that, since she was older, more experienced... she who was once the apprentice would now become the master. That's the way it worked, right?

Now she was beginning to wonder.

"So?" Sayaka waited with an exaggerated look of expectation.

"_Dam_mit." Sayaka's mind quickly translated her partner's curse, the defeated tone of the red-headed beauty currently wearing an expression of what she could only describe as the extreme chagrin of a cat caught in a tree, or a dog found eating trash... _We'll go with cat_, she confirmed to herself.

All of which added up to...

"Is that a yes?"

"Yes. Dammit."

"Oh Kyoko! Thank you, you've made me so happy..." Trailing off, a little teary-eyed, Sayaka couldn't help thinking to herself: Victory!

"Yeah, great..." Kyoko sounded a little sullen.

"Okay, I take it back. You aske me out this time," she said, doing her best to think of a way to mollify her friend's ego. She'd been joking around... she would have licked just about anything Kyoko told her to, just for the chance of the older girl asking her out._ Strange example_, she thought to herself, shrugging mentally. But her antics had injured her partner's pride, and even as a regular friend she could not have let that abide.

But the red head was shaking her head, standing up. "Nah, it's cool. I don't... well," she said, on an obviously different train of thought, "where you takin' me?" It was her turn to gaze expectantly at the blunette for an answer. Unanswered, she started walking toward the kitchen.

"We just ate an hour ago!" Sayaka yelled in exasperation, amazed at the veteran's insatiable appetite.

She got up, following the red head into the expansive, almost professional-quality kitchen, ignoring the mess she had left. Her partner's cut off shorts wiggled in the air as Kyoko dug around in the fridge, bent over and reaching...

A slightly wicked, devious plan began to form in Sayaka's mind. She waited until the older girl had grabbed several items in bags or wrappers, then began Phase One.

"Ah, Kyoko... your hair is a mess. Maybe we should work out those knots before they get any worse." She'd been so focused on Kyoko's eyes, and on her face, that she'd not really taken in what a rat's nest the red-head had brewing. "There were some nice brushes and combs in the bathroom. We can't go anywhere until you get cleaned up." Sayaka's smirk was entirely internal, but expansive.

The older girl ran a hand through her tangled hair, half-heartedly. In truth, it would be nice to have her hair brushed... she'd inherited a love of it from her own teacher. The legendary one hundred and one strokes, although she'd later counted between 40 and 60. She quickly blocked out how that name had come to mean something entirely different by the time she'd jumped head-first into Mami's arms and was almost swallowed whole in the process.

The thought... made her feel dirty. Mostly. "I could use a bath," she muttered to herself. Her fine, dark red eyebrows rose high as Sayaka agreed enthusiastically.

"Great idea. No sense letting all that water go to waste... I mean, other than the water we wasted by letting it run for so long... but I think a bath is just what the doctor ordered..."

_Phase One complete, Phase Two in progress,_ the blunette thought to herself, as she and Kyoko headed back to the bathroom, the older girl not once complaining about being forced to leave food uneaten...

In fact, the red-head's stomach was suddenly clenched so tight she doubted she could even choke down a stick of Pocky.

Two hearts, beating wildly, like a hummingbird sugared up with a craving for more of that sweet lychee juice, or a bloodthirsty serial killer anticipating the screams of their next victim. Take your pick.

* * *

**Ok, gotta apologize for being misleading. Unintentionally, but obviously foolishly. Pink lemonade should have been described as, i guess, blue lemonade, or red lemonade (sounds kinda gross tho). Purple would be perfect, but of course it's already taken. Lost sight of the rampant color symbolism there. I just prefer pink lemonade to regular. Which can have strawberry in it, compounding the error on another level entirely. So much for trying to be cute, I thought, feeling like an ass.**

**It will be posted in a new, M rated slot. Readers beware. The name will be obvious.**

**I continue to love the ideas about the Soul Gems and moral ramifications they bring up, the Eater and what she might have done or been, what Kyubey might be up to and how Homura is going to react to all this, and the fabulous feedback about the zombie bird, bath scenes, and general ninja stuff.**

**Hope its not getting too weird yet.**

**And, loathe as I am to admit it, I too am a lover of jumping-out-and-scaring people. Or sneaking up and scaring them. But never, I promise, in a bathroom.**


	20. Chapter 20

**Chapter 20**

Pillow Talk

_Sometimes it seems as if the universe is conspiring against you. That is, of course, merely a product of the primitive need for some brains to link correlation to causation, finding patterns of meaning in random serendipity._

_How did they get here, of all places? Watching the two mahou shoujo lying in bed together, staring at that ridiculous two dimensional imaging screen, I was instantly aware of what had occurred, both between them, and within the barrier._

_They had managed to destroy or escape the conglomerate. Knowing both girls' foolhardy stubbornness, I must assume the project is a total loss. Another wrinkle in my plans, and this does not bode well for the immediate future. Perhaps it would be best to simply eliminate Sakura Kyoko and Miki Sayaka, nullifying their impact on upcoming events._

_The pieces were beginning to come together, but the puzzle keeps changing, fate and chance, conspiring with that horrible Akemi girl, trying vainly to foil my every attempt at controlling the situation. The Kaname girl's refusal, then readiness to enter into a Contract had been a great leap forward, but the Wish was... unexpected. My superior intellect demands recognition of the fact that complications may arise from the effects of that Wish... but it will all work out in the end. It is my only way off this planet. It must work out._

_I am in control. Remain in control. The pieces continue to fall in place. It is strange, even unprecedented... that I could have misjudged the Kaname girl's potential. I don't believe I did. Something strange is at work; such things do not simply change, diminish, overnight. I'm positive it has something to do with the Akemi girl's tinkering with the flow of time. Some sort of destiny paradox, perhaps? That would explain..._

_*Sigh* An argument. How original. Listen in, hear what I am constantly being exposed to._

"I just think that, well, we need to somehow pay for this! If we don't, its stealing."

"It is so not stealing. It belongs to thieves to begin with! Someone who steals can't expect not to get stolen from!"

"Someone who... what are you talking about? The point is, you can burgle all you want, just leave me out of it!"

"I've never _burgled _anything in my life!"

"Fine. Mugged. Swiped. Snatched. 'Found.' 'Borrowed.' 'Acquired."

"Smartass. Look, we work our _butts _off fighting to save these people-"

"You _occasionally _get up _off _your butt to track down a grief seed, and maybe beat up some rival magical girls along the way!"

"Whatever. What matters is, we save these people, and get nothing in return! Aren't we owed something? Even if they don't know what we do for them?"

"I don't want to have to steal from people, Kyoko!"

"Well, I don't want to get a job! If that's what you're aiming for, I already have one! Its called being a Magical ass-kicking Girl! If the world doesn't acknowledge what we do for it, we'll have to make do in other ways."

"Through crime?"

"Victimless crime, maybe. This is a hotel, Saya, not someone's home..."

"I won't use people, Kyoko! I can't just take... whatever I want."

_That long, significant look the red-haired one is giving to the blue-haired girl who was just talking... based upon past data it involves some form of non-verbal innuendo, a kind of message shared between sets of individuals seeking to blind themselves to their eternally lonely existence and transcend singularity by adopting the misnomer of a unified embodiment of both individuals, which they call a "couple."_

_We Incubators have it so much better than these primates. Unless, of course, you happen to be banned from rejoining the Overmind._

_Then, in a sense... you're just as alone as these primitives._

Here is an example of the inane hypothesizing this species is so fond of attempting, confusing introspection with enlightenment. This is the kind of drivel I have to listen to every single day I'm stuck on this planet.

"

"Some western philosophers believed the human soul to reside in the pineal gland."

"...the..._what_?"

"Pineal gland."

"...Is that why only their men could be holy people?"

"Ah... hmmm. No, not exactly. It's in your head."

"Huh? You are _so_ wrong about that, sister."

"Its a thing in your head. It probably doesn't actually contain anything, I'm just illustrating a point that maybe I've been a little... overly dramatic concerning the location of my soul. I mean, we have working bodies-we got real working organs-"

"Hard to deny that after that bath!"

"-and stuff. And at least we know where our souls are."

"Whatever you say."

"What do you mean? Haven't you thought about this before, the... creepiness of your soul being trapped in that, that thing?"

"Meh. Don't bother me anymore."

"Anymore? What... didn't you find out the night I did? Or did you know about it before?"

"Nope, had no idea. Guess I've made my peace with it."

"Wow. Okay, tell me your secret."

"Psshtt. Fine. Another one of your fancy philosophers put it this way: God is dead. There's nothing here to watch over us anyway, so what the hell does it matter where our souls are? Kyubey claims that our souls disappear when we die. I hope he's right, cuz otherwise we'll be in the hands of whatever monstrous intellect conceived and created this mind-shatteringly miserable existence of whim and misfortune..."

_Oh dear. She's too close to the truth... unless she was using hyperbole, an annoying human tendency that really interferes with the communication process._

"Wow. I should have totally pegged you for a closet nihilist, Kyoko."

"I am most definitely not in any closet."

"You know, sometimes, its like your speech patterns change when you're getting all passionate about something..."

"Huh? Whaddaya mean?"

"Well, you know that monstrous intellect you were talking about? That's the evil genius. Or evil geinie. Evil demon. Something like that. Anyway, that was disproven."

"Disprov-... huh? Dis_proven_? Stop nodding, its annoying. Damn. How do you disprove that?"

"I can't exactly remember. If my phone was working... Read up on DesCartes sometime."

"Day Cart? What's that?"

"It's a guy who thought the human soul was located in the penial gland."

"So, does that mean we have oblivion to look forward to then?"

"Hmm. Maybe."

"Well that's a relief. If some old European says it, it must be-Hey, stop. What... why are you crying? Sayaka?"

_Here we go. The waterworks._

"It's just... I can't help thinking. Its stupid, but I can't stop thinking about what it would mean to lose you... Mami was bad enough-don't tense up, I'm ok. Its just... I need something to hope for, after all this pain. Some kind of..."

"Bearded white man looking down from the clouds, telling you everything's going to be better after you're dead?"

"No, nothing like that. Just... a continuation. A reunion. Wouldn't you like to see Mami-san again? The others who you've lost... oh."

"..."

"Do... do you ever think..."

"Don't."

"... Okay. Sorry."

_A dramatic sigh from Sakura Kyoko? My interest is suddenly piqued..._

"Goddammit Sayaka. Fine. I hope that somewhere, somehow, my precious little sister you can't seem to let go of-I hope she's waiting for me. Stupid. Ridiculous. I can't help it; I want it to be true. If I had another wish, it is what I would _make _true. But I don't let that irrational hope control my actions, my thoughts... I don't blind myself to reality."

"Kyoko..."

"..."

"Kyoko. Shhhh, its okay. I'm _sorry_, I'm _so _sorry."

*sob*

"It's not your fault..."

"Yes it is, why can't you see that? It w-was my wish, my _stupidity, _thinking that I knew what was best for everyone... you don't understand. We were _starving_. We'd lost everything, mother and Momo growing increasingly worried about father and his obsession with what he thought was the right path. He kept talking about suffering now but being rewarded in heaven... what the hell does that matter when your little sister cries herself to sleep because she hasn't eaten all day? It was I who decided to wish that people would listen to him... why couldn't I have asked for stability, or money, or something that would have helped the whole family?"

"It wouldn't have mattered."

"Wha-huh? Waddaya mean?"

"Kyoko... your father was... disturbed. No, I mean it. Something was wrong... with him. When he found out about your wish, what did he do?"

"..."

"You told me, Kyoko. He called you a witch. Would it have been any different if you'd made a different wish? If he found out the inheritance or whatever had come from 'the devil?'"

...*sob*

"Kyoko. It _wasn't your fault_."

"It was. I-it _is_."

"No, because you didn't control your father. You were the one that gave him the power to be great... it is so not your fault that he was corrupted by it, maddened by it... you have to know he was insane, people do not kill their own children otherwise."

"But-"

"It is your problem, but not your fault, Ky. You need to... Kyoko?"

*sobsobsob*

"Kyoko! What did I say? I'm sor-"

"When y-you c-called me... Momo used t-to call me Ky, too."

"I'm... sorry. I won't-"

"N-no. I kinda... like it. It's been good to hear again. Nobody's called me t-that... *sob* s-so long..."

"Maybe some part of her is here, listening. I know, there's no way to really know for sure, but... maybe she's trying to help you out somehow... I think you should, uh, talk to her...? Like, let her know how you feel and stuff. Get it out of your system."

...*sniffle*

"I'll go-"

"No, don't. ...Hold me."

_Disgusting. And it will only get worse from here. I hope they soon realize that the sun will be setting soon, and decide to... do something. I'm learning nothing standing here, watching them gaze into each others' eyes. At least I free up all the other mes that were trying to figure out what had happened to these two._

_I tire of these apes. I've been here too long. It's time for this chapter of my existence to end. I've maintained the highest per capita energy capture in the quadrant for centuries. We're so close to obtaining the energy quota... one last burst, carefully timed and nurtured, would ensure my name live forever amongst my people._

_Even if I am not allowed to._

_Finally! They're getting up. Ah, eating, of course. Well, I assume they'll go hunting for a Witch next, given Sakura Kyoko's tendencies... I could use another fully charged Grief Seed. I could use a dozen._

* * *

**Even though its after midnight, I'm calling this story my second of the day. Kinda short, and, well, you tell me.  
**

**A different, smuttier one detailing the events between last chapter and this one (*spoiler* a bath is involved), its in the "mature" rated section. _psychosaga: Behind Closed Doors_. Not at all necessary to read for the story, you can skip it entirely. And you should skip it, if you're innocent and sweet like Madoka. If you're more like Mami, however, head on over.**

**Sweet, sweet comments, like nutrition for the soul. Thanks, I continue to appreciate your observations and wild ideas that often hit so close to the mark, its really gratifying. As always, I greatly appreciate the time you put into your feedback.**


	21. Chapter 21

**Chapter 21**

Understandable Misconception

With a look of intense concentration, Sayaka considered. _Doesn't look like it will fit_, she thought doubtfully, flexing her arm._ Still, since Kyoko asked_...

She'd just gotten out of the shower, alone... and although she'd made her needs clear to her partner, she hadn't quite ever gotten around to locking the door. After drying her hair, uninterrupted but vaguely disappointed, Kyoko had rushed over to her with a look of desperate yearning.

Having offered to "help," Sayaka felt a little trapped as the older girl stared at her with wide, expectant eyes. She shrugged as her partner met her gaze. Get on with it, her look said.

Sayaka took a breath, inserting her fingers into the hole. It was... very confined.

Kyoko grunted, her shoulders tensing. _Come on_...

Twisting her hand, still trying to gain entry into the confined chamber that was her sole focus in the world... that and the treasure that lay inside, the blunette squeezed her fingers together, pushing...

Maroon eyes narrowed, glistening wetly as Sayaka's arm slid in. _She's in_! Relief and expectation warred for supremacy within the red-head's thoughts._ So close_!

Sayaka's face had taken on a disgusted, slightly dismayed appearance. Squirming, she felt a brief wave of icy fear wash over her, head to toe. "I... I think... I'm stuck."

"Wha-? You got in, how can you not get out? Did you find it?"

Sayaka looked over her shoulder, staring at the veteran with mixed feelings. "No, all I'm feeling a disgusting squishiness that I'm trying not to think about... but not what you're hoping for." She'd wanted to help, but obviously...

"Dammit. God_amnit_! It was the last one, too!"

Sayaka couldn't help rolling her azure eyes, pausing a moment at the apex to glance appealingly to the heavens. "Who drops their lollipop in the garbage disposal, anyway." Still trying to extricate her hand from the drain, she couldn't help wondering aloud, not quite to herself, "Who'd want anything that had been down this disgusting thing anyway? Anything edible, at least," she amended, remembering her mother's panic when she'd noticed her ring missing after doing dishes one evening, years ago. The drama _that _had caused...

Kyoko grabbed something from a cupboard behind the blunette, who still struggled to get her hand out of the narrow chute. The slimy, squishy stuff was really starting to gross her out. "What the _hell _is in here?"

Kyoko leaned on the counter, her long red ponytail hanging down behind her back. She held a bottle in her hands, label faced away, some kind of oil. She looked up and to the right with an exaggerated look of innocent consideration. "Well, I'm guessing it is probably all the napkins that got stuffed down there."

"N...napkins?"

"Yeah, especially since they were wet. Or, possibly, some of those little decorative animals that used to sit on that stand by the entryway there. It might be chopped up pieces of the boxes and bags... see how well I cleaned the place?"

Sayaka, looking around, did indeed notice that much of the garbage that had accumulated during their last sixteen hours spent in this luxurious penthouse suite. Her frown twitched, but remained... she _was _still stuck in a drain.

"Kyoko... I can't decide whether I need to ask you for help, or want to ask _why the hell someone would put things like that down a sink_!" She squirmed again. "A little help, here?"

The older girl unscrewed the cap, dumping copious amounts of think, clearish-yellow oil onto her friend's arm. "It was garbage. That's a garbage disposal. Do the math, pretty girl." Sayaka, almost laughing out loud at the condescending wisdom of the older girl, instead felt the stuff flowing down most of the length of her arm.

"Hey, its not my elbow that's stuck. _Sheesh_. Ugn, what is this stuff? Its so thick..." She felt Kyoko grab the trapped arm, the strong, rough grasp sliding right off the slippery forearm of her partner. She grunted, gripping with both hands this time, yanking. "Ow! What are you doing?" Twisting her hand, feeling the oil seeping down her aching wrist, Sayaka finally pulled herself free. Her hand was covered in glistening oil, sticky white fluff, bits of earth-toned debris... disgusted, she flicked her hand at the sink, reaching to turn on the faucet.

The she noticed... picking something off the disgusting mess that was her hand, she held it before Kyoko's maroon eyes, pinched between thumb and forefinger. "What is this, Kyoko?"

"Ummm... looks like a... button?" Kyoko gave her younger partner an obviously fake look of anger. "What is this, school?" The blunette was undeterred by the posturing.

"What it is... is... a button from the remote control we were using earlier. The television remote. One of its buttons. In the garbage disposal?" She waited, but the red-head wouldn't meet her gaze. "Kyoko, can you not see the questions this makes me ask? Like... how did a remote get in the garbage disposal in the first place?"

"What is this, the Spanish Intermission?" Kyoko growled defensively. "I got bored... and, well. That thing is powerful, Saya!" Her mood shifting at the remembered excitement of watching the drain gobble up whatever she stuck in there, tearing it to shreds. "You should have seen it rip-" She paused, frowning and possibly a little hurt, as she heard the blunette's disappointed sigh.

Sayaka couldn't help feeling a twinge of guilt. Her partner had obviously been... entertaining herself as best she could. She got that. She also understood some of the desire that burned within the red-head... an urge to tear things apart, the thrill of destroying something with her own hands...

Turning on the faucet, she rinsed the muck off her hand and arm.

Sayaka _totally _got it. She felt that way herself, sometimes. It was so much easier to destroy something you hated, resented, or just didn't care about, than it was to create something of value, something you were proud of. And even when you created something, you had to watch as others mocked or misunderstood it, as it slowly crumbled while time continued to advance, marching pitilessly ever onward...

_Maybe I'm looking in to this a little too deeply_, she acknowledged. Out loud, she said, "Alright. Show me."

Kyoko looked at her with those expressive maroon eyes... even if those expressions were typically of frustration, annoyance, anger or smug self-satisfaction. _I can't think of anyone else with more right to be smugly self-satisfied_, the blunette reflected, admiring the way her partner's face lit up as what Sayaka had said dawned on her. Like a little kid, her beautiful face filled with such uncharacteristic carefree glee, making the younger girl's heart skip a beat.

"Okay this is gonna be so cool you gotta see this," Kyoko said, rapid-fire, as she grabbed a handful of napkins-unused-from the counter. "You just shove 'em in here," she continued, then reached over a switch on the wall, stopping just before her finger flipped it. Instead, she turned, graciously offering to let Sayaka start the entertainment. "Eh... you should take a turn. I got in a lot of tries while you were in the shower. _Forever_," she added with playful recrimination.

Sayaka didn't take the bait, she knew she hadn't been showring for a suspiciously long time. She hadn't needed to be-most of her... _dirtiness _had been washed away in the bath last night. She leaned over, smiling at her friend's generosity, and flicked the switch.

A soft thrum, a gurgle, a sputter. But otherwise, nothing. _Hmmm_.

"-the _hell_?" muttered the red head.

Sayaka flipped the switch up, then down again.

CCCCRRRARANNANAAGGGG! The hideous, grinding, metal on metal screech grated on her nerves, a shuddering thrill of fear at the unexpected and hideous clamour. Panicking, she brought her hands to her ears, seeing the sink appear to vibrate as the noise continued, jagged stabbing sounds working their way past her hands and into her head.

Kyoko was shouting, wide eyed. Sayaka felt the urge to flee, but instead collected herself. Her hand darted out, flipping the switch again. The noise died with a deathly rattle, a sound of precision-machined parts hopelessly bent and twisted, grating against each other in a dance of destruction, shredding itself apart while it did exactly what it was designed for.

"What... the hell... was that?" Sayaka's breaths were coming in shallow gasps... stupid jump scares were worse than fighting Witches! Her ears rang. Kyoko's face was pink, turning crimson. _Oh no_...

"Ah... that might have been the knife I was using to try to get my sucker back."

"You stuck a... and didn't take it..."

Kyoko was looking slightly abashed again. "Well, it kinda got away from me, and then you got out of the bathroom... I just thought, with your tiny little hands..."

"My hands are just about as big as your's are, Sakura Kyoko," Sayaka pouted, taking her partner's hand in hers and placing them palm-to-palm. "See?"

"Dainty, girly little fingers..." Kyoko mused, staring.

Sayaka looked for something she'd missed. As far as she could tell, the hands were just about the same. Kyoko's fingernails, however, were quite a bit more jagged. _Better trim those before they get near anywhere near me, _she thought, resolving to have a manicure/pedicure session with her partner later on, recalling some sharp pokes she'd received during her latest nap.

"I've got girly for you right here." The red-head's eyebrows rose as Sayaka extended a slim finger in an archetypally rude gesture. Mouth open, the older girl's expression of incredulous outrage turned into a sort of horrified bemusement, eyebrows climbing higher still as the blunette added another finger to the gesture, accompanied by some suggestive motions that made Kyoko's cheeks flare red.

_Two can play at that game_, the red-head thought, undeterred. She, too, raised a pair of fingers, making a "V" and doing something with her tongue that made Sayaka sputter, flushing violently herself.

Swallowing, the older girl made a show of stepping back to look out the windows. Darkness had fallen over the city they found themselves in.

The city of Motogawa. Population: three times as large as Mitakihara. Location?

Ninety eight kilometers away from where they'd entered the barrier.

"I got us tickets for the morning," Kyoko began, trying to change the subject. Damn that blunette and her distracting... awesomeness.

"Well, I missed school again, but at least it's the weekend," Sayaka mused. She'd forgotten tomorrow was actually Friday. "Tomorrow is the earliest train we can take?" This, she thought halfheartedly, for some reason-despite her desire to reunite with Madoka-she wasn't eager to leave this place. She felt like... like she'd lived an entirely new life's worth of experiences since parting with her friend... only last night? Her blue hair spun through the air as she shook her head, disbelieving. It felt like _forever_.

Glancing at the younger girl, Kyoko remained silent, recognizing the contemplative look Sayaka had acquired as she appeared to stare into the distance. Her blunette had a tendency to get side-tracked, that overactive brain jumping around from thought to thought... and hopefully would forget that last question. Of course there were trains running, all this afternoon, this evening, even at two in the morning they could head back to Mitakihara.

But every time Kyoko thought about the place, a crashing weight seemed to crush down on her, multiple sources of worry and fear oppressing her spirit. She was anxious; afraid of losing this intimate bond she was seeming to develop with her amazing new companion. _An almost spiritual connection_, she reflected, this coming from someone who'd put the superstitious beliefs of her father's religion far from her mind, disdainful and disbelieving. But that was how she felt... a spiritual connection.

This past day, even with the crazy ultraWitch experience, the close calls, the triumphs, and failures, and triumphs that seemed to dissolve into failure... _What are we going to do with those Soul Gems? I might have to make the hard call_... This past day had been one of the most magical of her life. And, as much as she hated to admit it to herself, she never wanted it to end.

Here, in some nameless city, they were away from all the other things in the world that would demand her new friend's attention. School; her teachers, her peers, her damn homework gobbling up precious hours of her day. Parents, asking questions, imposing rules and limits... Friends. Madoka. The way things were...

_Selfish_, she thought, not quite able to feel ashamed at her feelings. _Who am I, to think I can have someone all to myself... it's not fair... to either of us, really_. But, although she recognized her friend might-probably _did_-need those other people in her life... she herself needed no one. That she _had _no one else only proved the point to herself. She didn't want or need anyone.

Except her blunette.

_One more night_, she justified to herself. _We need the rest_... Okay, so that was a blatant lie. _But hey, we definitely could use a little psychic recuperation, a mental sick day... so one more night wasn't so bad_. Sayaka had even told her father not to expect her back tonight... it's probably what she was thinking all along...

"Walpurgisnacht..."

"What?" Kyoko watched Sayaka break out of her reverie, glancing in her direction curiously.

"Something... something Homura said. I told you a little about it before. Its... it sounds like some kind of super-Witch..."

Fine blue eyebrows knitted together, the younger girl muttered, "I hate that creepy bitch. She's... crazy."

"Yeah, well, good thing I'm the picture of mental stability myself," Kyoko grinned in a rare moment of self-depreciation. "I don't trust her either, but... she seems to know something about what's coming. We might need-"

"No! I won't have anything to do with that freak. She tried to _kill _me, Kyoko? You remember, it was you who saved me..."

"I'm sure you'd have handled her yourself. Her power... her speed doesn't seem to work if you've got a grip on her..." Kyoko broke off, remembering the other girl's response when she'd grappled her, allowing Sayaka to make a painful, lurching escape. "Still crazy as fuck, though... she pulled a grenade on me!"

Sayaka's eyes were narrowed, focused, the glint of a predator stalking its quarry in her suddenly cold, crystal blue eyes.

"Two weeks, she said..."

"Well, that's not so bad," Sayaka announced, stretching like a cat. She was eager to go... do something. "Lots of time to get back, get ready. Let's go out, Kyoko. I wanna go get something to eat that I don't have to make. And then..."

Kyoko didn't want to think about how long ago that conversation had been. "We should scout around for Witches, as long as we're here... we should start stocking up Grief Seeds for... the future." She'd almost, almost said _our _future. Weird.

"Okay, but if we see any Familiars, I want to take care of them as well." She gazed passionately at the blank face that confronted her. "You know what they'll do to people who wander into their path! We can't just let them kill-"

"You can't save everyone, Sayaka! You know as well as I do most people aren't exactly up to your high moral standards... who care's if some goons get destroyed during the night?" Despite the seriousness of her expression, she was just playing with the blunette, provoking her. Adding in that jab about dead goons in the night may have gone a little too far...

"You can't ignore a danger, an _evil_, just because it _might _not be killing whatever qualifies as an 'innocent' being!"

Kyoko held up a hand, smirking. "Relax, Saya, you win. We'll be the good guys, but only if we're getting the seeds we'll need to keep fighting. Remember that: _priorities_. It's your lesson of the day."

"Lesson of the day? What is this, school?" Sayaka couldn't resist throwing one of the red-head's own protests back at her. "Is this something I'll be treated to every day?" Kyoko was nodding, looking rather pleased with herself. "Well, o wise one, what, pray tell, was yesterday's 'lesson'?"

She expected a smartass remark so typical of Kyoko, but seconds ticked by as the red-head seemed to think. Sayaka was just about to repeat the question, when her friend looked up and answered.

"I guess, the lesson was: Don't give up. Things get better." _Or you die, and it doesn't matter_, Kyoko thought but didn't say.

Sayaka's mouth, partway open, moved silently.

"That... was... beautiful." Sayaka dabbed at an eye.

Suddenly awkward, Kyoko put an hand on her friend's shoulder, enjoying the accompanying jolt that seemed to sharpen her senses. "Let's go eat. Then we hunt."

* * *

**More fabulous reviews, I appreciate them _so_ much. I hope nobody feels offended I don't often directly reply; if you definitely want me to address your comment add a "I demand a rely" request in there somewhere... I'll do it! But there are so many clever people out there whom I don't want to confirm or deny potential ideas for... suffice it to say I utterly love the speculation, and even the noticing of the occasional odd things...**

**Very gratified (heh) by the response to the lemonade. I'm sure some things will continue to happen behind closed doors as the series continues...**

**Otaku, I apologize if you were dismayed when you started reading-I tried to warn you, but apparently not clearly enough. So sorry!**

**Psycho I'm going to use part of your review for the summary. Thanks.**


	22. Chapter 22

**Chapter 22**

Branches along the razor's edge

"Sh-sh-she's g-gone!" Madoka bawled, her tiny shoulders heaving as she sobbed into her mother's lap. Mrs. Kaname laid a comforting hand on her daughter's shoulder, waiting patiently. She'd had discussions with Madoka-in-tears many, many times and knew what to expect. Although, this time had her... concerned. Sayaka had been a dear friend..._ I wonder what happened_...

The weeping continued, the woman using her free hand to hook some errant, shoulder-length purple hair behind an ear. Staring out the window, she thought long and hard about the vicissitudes of life.

Stroking her daughters head with her immaculately manicured fingers, Junko thought about where to begin. "It was my senior year... way back in the 20th century..." The purple-haired woman had always had a talent for storytelling; it had helped make many a lie covering up her youthful indiscretions believable to her conservative parents, and aided immensely in her work life, as constructing a compelling narrative was the key to hooking in big deals and even bigger bonuses.

She told Madoka a story, semi-autobiographical, with plenty of liberties taken... but a story about love. Soon, just as she knew would happen, the pinkette pulled away, rubbing the tears from her face. Madoka had always been enraptured by a good story... if she could keep her mind off of things for a bit.

The details weren't important, and were exaggerated or completely fabricated when necessary. It was a sad story, a story of loss and pain, "coincidentally" about a parting of ways with a close friend... but it was the end that was important. In the end, Junko met the love of her senior year-a classmate by the name of... well, she'd never revealed that bit to Madoka, causing her to spend many an hour pondering: _was she making it up, or is it a name I'd recognize?_

Madoka, her pain temporarily forgotten, had heard her mother talk of this before-usually after she'd been into her wine. Her "yuri" summer... the pinkette was always fascinated about her mother's unorthodox acts of daring and passion, but also uncomfortable at the thought of her mother with anyone else besides her father. Not that she ever thought of them as together! Just... mom and dad.

If Mrs. Kaname noticed her daughters unease with her stories, she showed no sign or concern. It was the lesson that they taught which mattered, not the details. "Sometimes, the loss of one friend is what the universe requires, to let another friendship develop."

It didn't make Madoka's loss any easier to bear. But it would give her something to think about, something to hope for.

* * *

There was a knock at the door.

Madoka lay on her bed, surrounded by plush stuffed animals. Her head was resting on what appeared to be a gigantic banana; she'd been staring at the ceiling with red-rimmed eyes. She blinked at the tentative knock, but waited.

Again, the knocking. This time more insistently. _Rude_, Madoka thought as she slowly sat up. It felt like moving through syrup. Everything seemed so hard to do, now. Finally, sitting cross-legged, she lost the struggle within herself to refuse entry and be equally rude, and called out "Come in." She felt a little disappointed with herself.

The door opened. Long, flowing black hair framed Akemi Homura's lilac eyes, eyes that gazed at the pinkette with a kind of wounded hope, or fearful happiness, or something equally as incomprehensible to the kind-hearted girl. Madoka was feeling so... confused right now. So mixed up. _This wasn't the way it was supposed to be!_

Homura felt very, very nervous. She was having a hard time determining a course of action with Kaname Junko standing behind her, just outside the room. Madoka's mother's gaze, watching her... made her skin itch. _I have nothing to be ashamed of_. Walking through the doorway, she glanced back, receiving an exaggerated wink for her trouble. Madoka heard her mother say something quietly, only catching the last part "-what we talked about." The the purple haired woman, still in her fashionable and ridiculously expensive power suit, gave her daughter a sparkling white grin, which was returned half-heartedly.

"I'll just leave you two girls alone," Mrs. Kaname said, closing the door. "Shout if you need anything!"

Homura stood, head down, blushing, for once looking actually ashamed. Madoka stared. The moments became a minute. Two.

Finally, Madoka had had enough. "Well? Do you want something, _Akemi_-san?"

The pinkette's tone of voice, harsh and cutting, visibly wounded the purple-eyed girl standing by the door. Homura took a deep breath, opening her mouth without knowing what was about to come out._ Se-... Junko... she'd better have_...

Madoka watched the flustered transfer student, blushing and standing there with her mouth open like a fish... and couldn't help feeling the tiniest twinge of pity for the girl._ NO!_ she thought furiously, her inner admonishment playing out on her face with knitted eyebrows and a sneer, almost a snarl, of denial.

Homura almost froze, seeing the look on her... on the girl's face. She'd never seen anything so... vicious on Madoka before. It was... kind of scary. Fingering her ring, as she often did when tempted to StopTime and get the hell away from whatever situation was currently plaguing her... a habit she'd tried to break for a long time now. She was losing focus, losing courage.

_I should just leave, _she thought, defeated. _I should get the hell out of here, wait until Walpurgisnacht and try it again. All over again._ The thought made her feel very, very tired. It made her feel old._ I'll just go, find someplace to hole up and wait it out. I could use a break from all of this_...

But even without the little voice inside her protesting her each and every thought, she knew that she was lying to herself. She had only one reason to live, one reason to exist... a flitting thought passing through her mind did nothing to deter the steadfastness of her determination to protect her one true partner, spend whatever time she could with her, love her and cherish her the way she deserved.

_Even now?_ something within her asked. _After what happened?_

Ignoring the renegade thoughts with long-suffering practice, Homura focused on her goal. Madoka watched, someone taken aback, as the girl's expression changed from hurt discomfort to the cold, composed and emotionless visage she associated with the transfer student.

A calm draped over Homura's tumultuous thoughts as she once again confronted a branching point. It was her term for the critical junctures that she'd encounter each timeline, times when the results of words or actions played an important part in the final outcome... even if none of them had been the right end, some had worse than others.

"Kaname Madoka, I apologize for what I said to you last evening. It was said in haste, and... I let emotion cloud my reason. You are none of the things I said, and I am shamed to have said them, doubly so because they were only intended to hurt." Homura watched the pinkette's reaction carefully, nervous but trying to hide it.

_What is this girl's deal?_ Madoka thought to herself. Last night the transfer student had been an enraged maniac, hurling accusations and blame about things she had no idea about. She'd been honestly worried, for the first time, that Homura was deranged. She had certainly seemed dangerous last night. Madoka held on to that feeling, that there was something wrong with this girl standing awkwardly in her bedroom.

"You... I don't even know where to begin. You jump out of nowhere, screaming all sorts of crazy things at me..." she noticed, with discomfort, that Homura's eyes had twitched...narrowed, at the mention of "crazy." _Sensitive about it... not a good sign._ "You stand there hurling your garbage at my face... Look, I'm sorry if I disappointed you-" She paused, shaking her pink pigtails. "No. To be honest, I don't care what you think. I am my own person, Akemi-san, and I've had enough of you trying to boss me around, or scare me away..."

"I wouldn't-"

Madoka talked right over her. Right over her! Homura died a little bit on the inside, realizing that even with Junko's... advice, her cause had already been lost. "I get to decide what I do, _Akemi_-san. Me. Kaname Madoka! So either get out of my life, or _get out of my way and stop holding me back_!"

Homura weathered the tirade with disquiet, not able to get a word in edgewise. That adorable girl sitting on the bed in front of her, cross legged, little toes clenched with anger... Homura thought of all the good times she had shared with the pinkette, how she had been inspired to come out of her shell, how Madoka's care and confidence had inspired her to become the person she wanted to be... Now, she felt like she'd become a monster. Homura began to cry.

"I'm s-s-sorry! I'm s-so s-s-sorry!" Madoka watched the shining black hair fan out in an arc as the transfer student fell to her hands and knees. Her heart felt a stab-a _sharp_ stab-of pity for the purple-eyed girl, but she crushed those feelings with an iron fist that clenched around her weaker, softer emotions.

"You _should _be sorry! All that time you were yelling at me, and you never told me where Sayaka was, not until I asked! We could have tried... _something_. We could have _helped her_!"

Homura tried to compose herself. Between hiccuping sobs, she tried again to set the record straight. "I... I was... upset." Pink eyes rolled. "I... I'll explain. Let me, please, explain myself to you, Madoka." The pinkette was taken aback by the abject pleading in the transfer student's voice. Her heart was aching with empathy for the misery the other girl suffered.

But somewhere, deep down, Madoka liked that feeling. Even though it caused her pain, the way the words seem to physically sting the other girl was like some kind of balm for her wounded, vengeful spirit.

Madoka was in a tough place at the moment. "I'm about fed up with you, Hom-... Akemi-san. I sold my soul... my _soul_! I wanted to help my friend, help protect people from the dangers that were out there. In the end, I know Mami-san was right. There is a reason we are here, a destiny we have to fulfill as Magical Girls.

"Shut up!" the pinkette shouted pre-emptively, as she noticed Homura opening her fat, stupid mouth. "I'm not done! You... you don't even mention the fact that the person I'm looking for... my b-best friend... is-" The pain was too great, the loss overwhelming. The world had turned completely surreal. _Hold on to the hate_, the darkness inside her was saying. She focused on her feelings at the moment she'd been told the night before:

_"Ah, I meant to mention it before, Madoka. It's pointless to continue looking, I saw the barrier vanish. Neither Miki-san or Sakura-san emerged."_

_"Wha... what does th-that m-mean?" Madoka had asked, icy fear gripping her stomach._

_"They are dead. I am sorry, Madoka. I know Miki-san was your friend. She died... nobly, and must have defeated the Witch since I saw the barrier collapse. This is the reason I was upset, do you see what awaits you now than... Madoka?"_

_SLAP! The stinging burn Madoka felt across her palm even through the elegant gloves was remarkably satisfying, and she wished ten times as much pain upon Homura as she felt. A hundred!_

_"Y-you BITCH!" she'd screamed, the sound echoing off the walls of the alley, seeming to cut into the night. She raised her hand again. Homura backed away, shocked._

Shaking her thoughts back into the present, her pigtails going along for the ride, Madoka stared at the transfer student accusingly. "You... all that time, I was searching for my _friend_, something _you _seem to know _nothing _about, and you watched them die. You basically sat back and watched them die. I wish it had been you instead of Sayaka, Homura. If I had a wish, that's what I'd ask." She felt bad even as the words left her mouth, but something dark inside giggled with satisfaction.

Homura felt like shit. Like a failure. She'd once again messed things up. Hopelessly. This seemed to be going worse than any of the other tries she'd attempted. Her friend, her love, her everything... hated her. Wanted her dead. _Can't get much worse than this_, she thought. _Unless she found out._..

Madoka looked at her expectantly. "Well? Are you going to let me get away with that, Akemi-san? Or are you going to sit there, wallowing pathetically in you're own misery? Are you going to even try to explain yourself? You stupid... ass!"

Homura didn't attempt to remind the girl she'd already asked for the chance to explain, twice. "If you'll listen, I'll... try to explain. Myself. Everything. But... p-please, don't call me th-those hurtful n-names, please! I can't bear it, not from you..." It was like life before, an outcast, a pariah... mocked and ridiculed. She couldn't stand it, not from the one person who had seen more in her. Who had believed in her.

Once again, Madoka was struck by a sense that she didn't have the full picture of who, or what, Akemi Homura was. Always, there was this vague sense of knowing the girl, the way the purple-eyed transfer student understood her or guess what she was thinking could be downright freaky sometimes.

Most of the poison had been let out, easing her conscience. But some writhing nest of serpents from deep within Madoka couldn't help doing the opposite of what the girl asked, just to prove her displeasure.

"I can say whatever I want, Homura! So shut your shitty, stupid fucking dumbass mouth for once you dumb... shithead. Idiotic... damn... fool." She finished, lamely. Then, voice breaking, "Balls."

Homura stared, dazed. Had she just heard... had Madoka said...

She giggled, the overwhelming, crushing sense of fatalistic surrender seeping out of her, expelled with the laughter that forced its way up her throat, the unfamiliar act uncontrollable and somewhat alarming. That absurd momentary feeling of panic_ at laughing_ made Homura's hysterics even worse. She looked over through tear-blurred eyes, not caring anymore about... anything. She'd probably have to do it all over again, why bother getting worked up about it? She continued laughing, and noticed with amazement that Madoka had lost the pouting, angry face and was giggling as well, red-faced.

After a few minutes, Madoka wiped her eyes, breathing slowly coming under control. Homura continued to laugh.

A minute later, the pinkette started getting concerned. "Uh... Homera-chan?" she asked, unthinkingly slipping back to her older, closer name for the girl.

It was those words that brought Homura back. _But... it's all so ridiculous... do it over and over until you get it right but it never is right so you keep going and going, the harder you try the worse it gets_... Laughing about Mami's death, about Kyoko's, Sayaka's... it had happened so many times, so many ways. How was she surprised or horrified by anything after what she'd seen?

She took a deep breath, then another. Pink eyes regarded her frankly, the moment slipping away. Homura gathered herself, took in a great shuddering breath.

"Madoka, I have a confession to make..."

* * *

Thanks as always, your reviews continue to inspire! I love to hear what you think, what you want, what you like and what you don't get or don't like. Please continue! Its like getting a hit from a Grief Seed, refreshing and exciting-I greatly appreciate!


	23. Chapter 23

**Chapter 23**

Not Quite a First Date, Part 1.

Sayaka glared at the girl before her, almost snarling with outrage. The insults, the obnoxious comments and veiled threats... she'd had enough. More than enough. And that stuff about Mami-san... oh man, she was going to pay _dearly _for that.

"Last chance, bitch. Back down before I kick... your... ass." The blunette's voice quivered with rage.

The redhead smiled-oh how she hated that stupid, annoying smirk already! Sayaka swore she'd wipe that arrogant look of her face, all right... dodging a twirling chain that tried to entangle her, she brought up her sword, mentally willing it to extend-

* * *

_Earlier that night_

It had started off well enough. At least until they'd gotten to the bottom of the elevator and stepped out into the large reception area, the arching ceiling extending far above them. There were people, lots of people, milling around.

Sayaka noticed a few things in the moment she had to take it all in; the people were a mixed group, almost like the place was hosting two rival conventions. Many wearing expensive business suits, carrying briefcases and looking important and, well, business-like. The rest seemed more like members of some bosozoku gang, with lots of leather and tatoos and chains and...

Kyoko grabbed her arm firmly and dragged her down the hall. The look on her face was not reassuring to the wondering blunette. "Were some of those guys carrying _swords_?" The red head put a finger to her lips, frowning and glancing back frequently. They came to a door marked "Staff Only." The older girl tried the handle; locked. Taking out something from within her pockets, she bent over the doorknob. Sayaka watched her rear end wiggle about, wondering what was going on. She was really looking hard at that handle-

Snickt. Kyoko opened the door, pressing on. After a few steps, she realized that her companion wasn't following. She spun around, waving at the blunette to come through the door. Sakaya looked uncomfortable. She stepped across the threshold, still uncertain of anything other than that it would not be fun to get caught trespassing and detained by the police in a city far from home.

"But, it says 'Staff Only'..."

Kyoko heaved a exasperated sigh. "Ah, Sayaka, give it a rest! Its not like we're here to steal something." Even as she said the words, her eyes darted around, looking for money, valuables, or food... not necessarily in that order.

They were in some kind of maintenance room; stacks of towels, row after row of cleaning supplies, linens, plastic cups, and a vast assortment of miniature-sided toiletries. There was another door, and what looked like a hallway leading to where Kyoko _thought _she remembered the parking lot. As the door shut behind the blunette, Kyoko walked over to the shelves and began filling her pockets.

"Hey, wha-"

"Relax, this stuff is free. They gave it to us in our room, right?" Kyoko did her best to smile winningly, but could see that her partner was about to continue the conversation, so she pulled the old bait-and-switch. "You were right, by the way. Those guys definitely had swords."

It worked. "Who the hell carries around a sword like they're in some kind of manga or something." She realized what she had just said, but considered her own circumstances special. Besides, she didn't exactly walk around brandishing hers. "What was that all about, Kyoko? Who were those people, and why did you want to get away from them so bad?"

Kyoko finished putting the last few bottles of shampoo and mouthwash in her bulging pockets, and turned to regard the younger girl frankly. "Um, I think they may have been, well, yakuza."

Sayaka stared. _What was that insidious criminal organization doing here? How did Kyoko recognize who they were? They looked nothing like what I expected from the movies. Why was Kyoko afraid of them seeing us... Why would they want to... oh yeah. That made sense. Oh my god, Kyoko, I'm going to-_

"And the swords... well, have you thought about how hard it is to get a gun in Japan? The only ones outside of the police force are illegally imported, or stolen from the police. Or, I suppose, the Americans." _Hmm_, she thought to herself, remembering Homura's perfectly real, non-magical firearms of destruction. _Wonder where she got 'em._

"Confirm my suspicions. Did we just spend the night in some yakuza's room?"

Kyoko shook her head. "Not just _some _yakuza. Think about it. We were on the top floor... all that stuff..."

"The... oyabun's penthouse?" As the the head of a powerful criminal organization, the oyabun was a figure held in respect and fear... but mostly fear. They were, by the very nature of their professions and success, proud and vengeful... tales of the brutal revenge that famous oyabun's throughout history had inflicted upon their enemies still tickled the imaginations of children across Japan. "How did you... what... what were you thinking?"

Kyoko looked at her, puzzled. "Well, it was bound to be the best room in the place..." stating what she considered obvious.

Sayaka gave up on the topic for now. She wasn't afraid, exactly, although the yakuza had a notorious reputation. But, if they were seen and had to fight their way out... a lot of people could die. Would die. And while her sense of righteousness was inflamed by the presence of a band of thieves and possible killers... she was eager to let the police deal with the human criminals while she dealt with the Witches. Her stomach was still tying itself in knots whenever she thought about the attack on the streets the night before.

She had brought up the subject with Kyoko earlier that day, having brief conversation, a bit awkward at first as the red-head tried to describe her feelings to Sayaka after similar... incidents in the past. The main idea behind her rambling justifications meant to make the blunette feel better boiled down to: Sometimes, it's kill or be killed. And if those are your options, one was definitely preferable to the other.

Reflecting on that bit of wisdom from her fiery-haired friend, Sayaka followed the girl's long swaying ponytail through the hallway, out a door, and into the Motogawa evening.

* * *

Dinner... did not go as planned. Kyoko admitted that she should have thought things out a little more, coaxed her blunette into eating first... but Sayaka had seen through her ploy too easily.

Eying the red-head dubiously, the younger girl had asked how they were supposed to eat with no money. She had practically nothing, and didn't want Kyoko using her mind tricks to scam them into a free dinner.

That, of course, was exactly Kyoko's intention. Hastily modifying her plan, she improvised... and had pulled out the wad of bills.

"Uh..." Sayaka looked stunned, she'd never seen a pile of money like that outside of a movie. Kyoko, not exactly knowing how her friend would take the news on how she acquired it, went for her patented mischievous grin, which everyone else insisted was a smirk. Idiots.

"Quit smirking, Kyoko, and lemme see that." The blunette reached out, almost greedily, Kyoko thought. She hefted the bundle of cash. "It's so heavy," she exclaimed in a whisper. Flipping through, she noticed 10,000 yen bill after 10,000 yen bill. "Holy shit, Ky... waaaaait. Where did this come from?"

Kyoko felt foolish for hoping to sidetrack Sayaka's questions by introducing yet another tricky detail into the mix. _Dammit, she's got that look on her face, the one whenever she had to wait for more than a few seconds for an answer..._

Sayaka glowered at her frequently-infuriating companion, watching the older girl try to make up a story on the fly. Resisting the urge to roll her eyes, which would have ruined the effect of her disapproving stare, she marveled at how the veteran had gotten by so long without the ability to lie better.

She didn't know exactly what her feelings were about... well, she wasn't exactly sure about what she'd gotten into, either. Was Kyoko her... girlfriend now?

"Kyoko, are you my girlfriend?"

The abrupt change threw the red-head's entire train of thought into a painful and horrific derailment. She stared, partly open-mouthed. Sayaka gave her time. People, couples and families, had been entering the restaurant, their curious, considering or outright creepy stares failing to have any effect upon the currently-oblivious teenagers.

Kyoko was trying to think fast, think of an answer, but her mind was suddenly, disturbingly blank. "Ahhmmm... are you... mine?" She winced at the response, and since Sayaka saw the wince she decided not to get mad.

"I'm asking if you consider yourself... well, my girlfriend. Should I be asking you to _be _my girlfriend? Cuz I kinda thought I'd made that clear in the tub-"

Kyoko was blushing, whole face going several shades closer to her hair color. Blushing, and reflecting on how much she hated blushing, and further, ruminating on the correlation between time spent around Sayaka and incidents of herself being forced to blush... there was definitely something there. A young couple and their small child walked past, into the restaurant. The lady was dressed up, fancy, giving Kyoko the odd and completely uncharacteristic desire to get something new to wear for a night on the town. A dress, maybe. Or a very short skirt. Something... classy. Her thoughts were interrupted when the kid pointed and started saying something about the "red lady with red face." Kyoko turned on the family, snarling, and all three froze at the sight of the cute, pony-tailed and athletic-looking young lady turning on them with such a hideously contorted face... seeming almost to bare her fangs like some primitive monster, or vampire.

The little boy began crying. The parents, rushing inside, cast backwards glances at the girl, as if worried she would follow them. The mother spent the meal, and part of the evening, complaining about that "evil-looking thug of a girl." The father saw those fangs in his dreams for nights to come, one of two details he'd observe that evening that would be remembered fondly for years to come.

"Feel better?" Sayaka asked, mockingly but with just the right amount of ironic commiseration that Kyoko didn't feel like punching her much at all. "Follow me," the younger girl said, taking Kyoko's strong hand in her own, and dragging the girl around the block until they found an alley to shelter in. "Away from prying eyes... and distractions," Sayaka commented, obviously pleased.

"Okay, Saya, let me... first, I... uh..." The blunette absolutely adored the flustered version of Kyoko, and resolved to try and inspire her to come out and play more often. She tried to maintain her calm, but a lot was riding on the answer her once and hopefully future partner gave her.

After a few moments, Sayaka started to feel even less confident. "If you don't wanna talk about it," she began, but Kyoko looked up, recognizing the "hurt but still brave" voice she admired so much. As long as _she _wasn't causing the hurt. "I'm trying to think of a better way of saying... telling you how I feel. I'm... a little outta practice. But, here goes..."

Taking a deep breath, Kyoko began. "The first time we met, I so absolutely hated you at the end of our little duel. I know, I know," she amended, acknowledging the blunette's raised eyebrows. "It got to be a little... more than a duel. You really pissed me off, Saya, and I'll tell you why. You were doing something you thought was right, even though I didn't, and you didn't bend or break... you stood up to me. You got in my face and threw what I was saying right back at me." She looked around the alley, but saw nothing, her thoughts focused on translating her feelings to a language her companion would understand.

"Now, I'm not saying I agree with your ideals or whatever... I was just impressed by your... I dunno. Tenacity." Kyoko shrugged, feeling less than eloquent.

"Do you try so hard to kill everyone who 'impresses' you?" Sayaka asked, half-seriously... and half-deadly-serious. "And isn't tenacity another word for stubborn?"

"Stubbornness," Kyoko corrected. "And... no. I don't try to kill anyone. Or at least, not unless they give me a reason to." Sayaka knew that Kyoko was not joking in the least, despite her bravado... she had little doubt the older girl had killed before, after recent events... the thought was not as horrifying as she would have expected, and it even made her feel better, somehow. There was even a certain dark appeal to it...

"Have... have you ever... killed someone?" Sayaka held her breath; it had just kind of slipped out. Kyoko gave her a level stare.

"We're getting off topic, but since I'm gonna to tell you something anyway, I'll start by answering your question. Yes." She paused, knowing the other girl would have to struggle to contain her urge to dig for further details. After a few moments, watching her adorable blunette's too-casual face begin to reveal her inner turmoil, Kyoko elaborated. "I don't really want to talk about it, but I will say this: he had it coming."

Sayaka felt chilled. Whoa! Careful what you ask for, you might just get an answer. "Was it... for revenge?"

"You could say that," Kyoko said vaguely... choosing to leave out some details at this time that, even now, were raw and festering scabs she was terrified of ripping off again, exposing the nasty wound underneath. "Do... do you think worse of me? Am I...bad, now?" Kyoko meant to be mocking, but felt herself hanging on the answer.

"No." Sayaka had thought a moment before answering. "You're not a monster. You're, like, the most amazing person I've ever known..." _Sorry Madoka... you're still the nicest and sweetest, though! _"I... the reason I asked you the question you still haven't answered, is... uh. Dammit. I'm kinda new to all this stuff, so I don't really... I'm not sure..."

The blunette's attempt to put her partner at ease sputtered out, Sayaka finding herself unable to convey the exact nature of her confusion, or wonderment, or baffled misunderstanding, or whatever the hell it was she was questioning right now. She felt like she did in math class, when suddenly she was called on to answer a question she didn't even begin to understand, the formula and variables foreign and unknowable, which made any attempt to answer the problem impossible. She lacked the foundation upon which that knowledge was built.

Kyoko understood her companion's distress all too well. She remembered back, during the early days of a tempestuous relationship with a certain drill-haired blond. She'd often felt lost, wondering what exactly it was she felt... and what she wanted for the future. "Sayaka. Miki Sayaka. I can't believe you're going to make me come out and say this... its _so _not my style. I have thought about... only myself. For years. And then, along comes this plucky blunette-"

_Plucky? What the hell does that mean? _Sayaka continued listening, but made a note to look it up. It sounded... unflattering.

"-who had the nerve to prevent me from kicking her butt, and taught me something. Or reminded me. About myself. About... who I used to be. Who I wanted to be. Something I'd... run away from, I guess. Hidden from. For... for years." Kyoko gazed into the blue eyes of her friend, dark in the shadowy alleyway, gazing with rapt attention. "I'm not the same person I was two years ago. I can't go back. But... I feel like I'm not the same person I was two days ago, either. And totally different from a week ago. We've... been through a lot, together. Already. All that shit inside that crazy barrier... and before that, when we talked at the train station. Even before that, when I talked to you after the... second time we tried to fight."

She grasped Sayaka's hands in her own, the strong, tough fingers squeezing their softer counterparts. With the contact, Kyoko watched those blue eyes burn, a pair of icy azure circles staring into her soul, brimming with expectation. "I hope you can believe me, trust me... when I say this. I... can't stop thinking about you. You... you _inspire _me, Sayaka. Like I want to be better, just because you're around. You've already made a difference to me, in my life... you made me confront some things I'd put off for far too long. You helped me remember what it's like to be a person, and a good person at that... not just some Witch-killing, Grief Seed hoarding... machine."

Kyoko looked a little bashful by her monologue, but continued. "So, in answer to your question... if you want me, I am yours... I am definitely your girlfriend, girlfriend!"

Somehow, Sayaka felt like crying, even though she felt a thrilling explosion of happiness. A new understanding of the world around her, and her place within it. It was an intoxicating feeling: validation. Someone she really, really... _really _liked, and who returned that feeling with interest.

The blunette tightened her grip on the older girl's fingers, Kyoko exclaiming in surprise for a brief instant as she was slammed into the alley wall. Pinning the red-head, Sayaka leaned in, her lips meeting Kyoko's mid-yelp, warm tongue slipping in between. Kyoko's shock seemed to melt... her whole body seemed to melt, as her gorgeous, busty blunette pressed her body into her own. Feeling the heat that seemed to draw her inward, she feverishly began groping everything she could lay her hands on, her own soft but growing moans mixing with those of her partner.

Suddenly, a scream rent the air, echoing off the sides of the alley. Jerking apart, Kyoko was instantly ready for danger and scanning for threats, Sayaka instantly ready to kick the shit out of whatever had just interrupted her moment, looking for a target. _I mean, come on!_ she complained to the universe at large.

"Mommy mommy!"

The couple from before, having enjoyed a fine dinner at the establishment, began to walk home. Their night had been pleasant, with a minimum of fuss from their four year old son, and an alternate target for the woman's ire, for which her husband was thoroughly grateful for. Then, the kid had begun screaming, and they turned.

"See what day did? Day was kissin!"

Looking into the dimly lit opening the alleyway, two figures appeared to struggle just a few feet off the sidewalk. They seemed to break apart after the shout, turning in the direction of the street. A passing car illuminated the alley for a brief moment, and the woman thought with shocked horror as the man thought with shocked amazement: they were two girls! Young girls!

Sayaka reluctantly postponed her revenge; it was hardly heroic beating up a little kid, or even a parent or two in front of a little kid. Even if that old cow had muttered something suspiciously like "degenerate" and "pervert" in her whining voice, while her husband seemed to nod absently, a strange blank look on his face. Besides... maybe it was for the best. She tried to shake herself back to reality. Trapped in an unfamiliar city until morning. Without a place to spend the night. With a wad of money stolen from a crime lord. Not a time to get all... touchy-feely with her girlfriend. Girlfriend! It was an invigorating thought.

Kyoko peeled herself off the wall, adjusting her shirt and other parts of her outfit. She was trying to take long, slow, deep breaths... but couldn't shake the urge to pant. _Whew! _she thought, somewhat at a loss for words. That had been quite a surprise, up until that damn kid had started screaming.

"So, can we go to dinner now?"

Sayaka, although grinning foolishly from the endorphins coursing through her brain, messing with her chemistry necessary for rational thought, did not fall it. Still glowing with this new feeling, she shook her head. "You can, of course. Just like I said before." She paused, trying to control her now-aching smile and failing. "But you need to understand... see that I am not, in any way, interested in theft or stealing or using other people or their things for my own benefit. Period." She hoped she sounded forceful enough with this ridiculous grin plastered to her face.

"Fine," the red-head answered. "Well, then..." There were only two things Kyoko could think about right now, both a kind of hunger, but only one alleviated by something as mundane as food.

"Let's go see if we can find a Witch or two," Sayaka said, throwing the suggestion out into the uncertain silence. "You said we need more Grief Seeds... Whoa! Dammit, I completely forgot. We can't get into the room again, what are we going to do about the Soul Gems...?"

Kyoko fished around in her shorts pocket... the one without the big hole in it. "I've got them. I've got them and the Grief Seed." She held out the three egg-shaped gems, the three appearing an almost uniform black, broken only by tiny slivers of color. "I couldn't just leave them on a table or something... they're Magical Girls..."

"Oh... good. The Grief Seed..." Sayaka still felt a nervous about the idea of looking into that thing's thoughts and perceptions. Kyoko was well aware of that, and to a certain extent shared the same worry.

"We need to figure out what to do with these," Kyoko began, but Sayaka waved her hands as if to dispel her words.

"We will, but not right now. Let's go hunt a bit," Sayaka said, feeling a dangerous energy flowing through her, an energy that needed proper channeling. Such as, by battling an evil magical monster in a demonic pocket-realm of nonsensical symbolism. She had a plan for the Soul Gems... but didn't think Kyoko would necessarily approve.

Taking her friend's hand... her _girlfriend's_ hand, Sayaka walked into the night, confident that she could spend the rest of forever with her companion, wanting nothing about the way she felt at that moment to change, ever.

_But of course, the universe doesn't allow anything to last forever. Or even for very long. Entropy is always there, breaking down all this highly ordered matter, patiently grinding away at the solidity of reality, seeking to turn everything back into atomic dust. As above, so below. Mirrors between the macrocosm and microcosm._

_I should be a poet_, Kyubey thought to itself. Its pink eyes, glossy in the streetlamp, following the pair as they walked into the city. _Ah well. Time to get to work._

* * *

Kenichi Shinobi, oyabun of the Rikkimaru-gumi syndicate, stared around his lavish penthouse in disbelief. A shaking, gnarled but well-manicured hand ran through his greying, thinning hair.

Security had informed him about a possible intrusion... his minions had cleared the room minutes ago, but found no sign of the perpetrators of this... monstrous crime.

His flat, steely gaze wandered around the room, taking in the stained counter top, a crusting of dried... sauces or something, Kenichi-sama wasn't much of a cook. Walking, he noticed that several of his favorite decorative animals were missing from a table near the entryway. Pillows littered the floor, cushions ripped up from the seating and strewn about the room. Pausing by the counter, he looked without expression at the sink, filled to the brim with dirty water and floating gobbets of... something. An aged fist clenched.

His bed... he stared at the rumpled sheets, soiled by the unwashed body or bodies that had dared to lay in his bed! The feathers... several his extremely expensive Norwegian goose-feather hypoallergenic pillows lay scattered about the room, some showing evidence of rips and tears along the seams, and the soft down covered the area like a blanket of freshly fallen snow. Looking at the scene, a little bit of his self-pride seemed to wither and die.

The bathroom... his lieutenant had come to him with the only physical evidence that they had discovered. Long strands of hair, clumped around the drain. Red, and blue...

And worst of all... the safe, hidden under the floorboards, underneath the bed... had been opened. The documents appeared untouched, but the thieves had made off with his money. If someone, anyone, stole something from Kenichi Shinobi, then everyone would think they could steal from him. It was his duty, to himself, his legacy, and his organization, to right this wrong in the only satisfactory way to attain retribution.

Vowing silently to his ancestors that he would avenge this indignity that had been inflicted upon him, his honor, and thus his entire organization, Kenichi Shinobi called for his phone. His assistant provided it promptly, just like everything else the oyabun asked for.

Kenichi-sama began making a series of calls.

* * *

**Long wait this time.**

**One apology I have to make, the intro bit isn't resolved by the end of the chapter, so you're going to have to wait for it. And the lack of action, that all got shuffled to part two.**

**Very late, so I'll try to be more detailed in my responses next time. As always, thanks ever so much for keeping me informed and motivated with your fantastic feedback. I do appreciate it immensely.**


	24. Chapter 24

**Chapter 24**

Not Quite A First Date: Part 2

Kyoko's chain's spun back into her hand, reforming the long spear that she'd just used to slay the Witch. Number two so far. This town seemed to be thick with them. The thought brought a smile to her face, and Sayaka noted with alarm the look of excited greed her friend wore as she stooped down to pick up the Grief Seed.

This Witch had appeared to be some kind of moving pile of rotting garbage. They had actually trod on it before the being had tried to engulf them in a mass of stinking refuse. Sayaka had cut away swaths of the stuff with a spinning ring of swords, while Kyoko had speared what had appeared to be the thing's heart, or brain, or something. Whatever it was, it had been vital, and they now found themselves back on the streets of Motogawa under a cloudy sky.

Sayaka shared a significant glance with her partner, flashing a brilliant smile; the first Witch had been almost as effortless, but that occasion had been filled with fear and anxiety. She remembered that overwhelming sense of almost paralyzing doubt... the only reason she had entered the barrier was because of the red-haired girl beside her.

* * *

Standing outside the first barrier, Sayaka had been extremely hesitant to enter.

"What if we find ourselves back in another barrier with multiple Witches? What if they, and their familiars, are as powerful as ones from before... or worse? What if we end up somewhere even stranger when, if, we get out the other side? "

Kyoko scoffed. "What, are you saying we shouldn't go in?"

"No... I was just, well, voicing my concerns I guess..."

Kyoko considered. It didn't really make sense to her, admitting to fears and concerns... at least when they were unavoidable or unknowable. In regards to tactics, those very concerns could be of great benefit in understanding and reacting to the worst contingencies. However, she couldn't help wondering how it helped to openly dwell on problematic circumstances you were powerless to change.

That didn't mean she wasn't just a little terrified herself. But what was the point in admitting it?

They were Magical Girls; they needed to hunt Witches. They'd talked about it in the penthouse, talked about it while strolling around town, egg-shaped souls cupped in their hands as they searched for Witch activity. It had not taken long.

Sayaka wouldn't meet Kyoko's eye. Looking down, the red-head noticed the trembling hands, and focusing more closely on the girl, noticed her shallow breathing and wide, darting eyes.

"You're so cute when you're scared and trying not to show it," Kyoko grinned, trying to lighten the girl's spirits. Sayaka looked at her, glaring, but her hands still shook. The veteran, mentally annoyed with herself, reached out. Sayaka made as if to draw back her arms, step back... but she stood her ground, glowering at her shoes.

"I... I'm s-so ashamed-" the blunette stammered, between gasps. Her sapphire eyes were suddenly brimming with tears. "I'm s-s-so s-scared!" Kyoko felt the girl's hands tremble, and squeezed them tightly, feeling the current of energy flowing between them. It was almost as if she could feel the girl's terror, the uncertainty about what lay ahead weighing on her mind far more than whatever potential danger they may find inside the labyrinth.

"Look... whatever happens, we'll be together." Pulling the blunette to her, Kyoko embraced her in a tight hug. Sayaka tried to bury herself in the strong arms, the green hooded jacket, the wild red mane of hair. The squeezing calmed her racing thoughts and rapid breathing. Kyoko turned her head, admiring the golden hair clip that held back the blunette's bangs, and whispered in her ear. "Fear is nothing to be ashamed of. We confront it every day of our lives. It's how you react to it that counts." Her friend appeared to have gathered herself, so Kyoko reluctantly let her arms relax their grip.

"I... wish I was... fearless, like you," the blunette said, wiping her eyes with a sleeve, the soiled white shirt almost a complete loss with various stains, wrinkles and a large rip along the sleeve. She kind of felt it was a reflection of herself, and the battering she'd taken over the last couple of days.

An idea of what to say hit Kyoko like a bolt of lightning out of a clear blue sky. "Sayaka... you are brave. Don't you get it? When I walk through that barrier, are you going to wait out here? Are you going to allow this thing to escape, killing other... people? Of course not, so stop beating yourself up about freaking out. I'm trying not to think about all the bad stuff that happened last time we went inside!"

The blunette watched her, unbelieving misty blue eyes staring up from her hanging head. Kyoko went on. "I'm not fearless... nobody capable of thinking can be. I've said this before, but I want you to understand... you have to be afraid to be brave, because that's what it is. Overcoming the fear. Learning to... deal with it."

"B-but how?" the younger girl asked.

"Focus on the positives." The blunette was nonplussed. "We're about to beat the crap out of some Witch, ending her existence and the threat it poses to humankind, while gaining a delicious Grief Seed in the process. We'll get to fight. To smash and stab and slash and kill things. It will be fun!"

"Hmmm." Sayaka continued to look dubious. Kyoko tried another tactic.

"That works for me, anyway. Sometimes it helps to have a goal... something concrete you can think about. It sort of motivates you. For me, the Grief Seed is usually enough, but you..."

"If this is just a regular Witch, I'll be so embarrassed. I mean, I hope it is, but I'm not scared of them. I don't want... the last time, it was too close, too many times..." The blue hair spun through the air as she shook her head. "Whatever," she muttered, trying to put everything from her mind, a moon that bit her in half, the murder of her best friend by her own hands, the skinless horror of Kyoko's face, being eaten alive, and most of all those disturbing, disgusting memories...

"Ending a threat posed to humankind..." Kyoko heard the blunette mutter to herself, a look of determination settling upon her features. She seemed to grow larger, standing up straight, shoulders broadening as the hunched posture she adopted in submission to her fear slowly dissolved. The red head smiled, knowing that the fear wasn't gone, but at least her friend was hiding it better. When the blunette took her hand and walked toward the barrier, Kyoko reminded herself that it probably was just a "regular" Witch, no underwater traps involving severed heads or confrontations with dead ex-loves were likely to occur. Taking a deep breath, she stepped into the labyrinth with her girlfriend.

She was feeling much more confident when they emerged, a scant seven minutes later.

* * *

With a Grief Seed apiece, the two had begun to consider their next course of action when they noticed something coming from a shipyard along the waterfront. Kyoko had recognized the signs of a familiar, and raised an eyebrow at her partner questioningly, already knowing the answer. Sayaka merely nodded with a look of determination, so the red-head bit back a sigh and followed her over the chain link fence. They'd felt confident enough to split up; the place was a maze of row after row and stack after stack of large, rusting shipping containers, and midnight was fast approaching.

Sayaka was just about to hurl her sword at the fleeing familiar when the chain slashed down toward her head. She dodged, rolling along the cracked, weed-infested pavement, hearing the hissing of its passage centimeters from her ear. She rolled onto her back, heaving her legs in the air and pushing off the ground with her shoulders. Spine curving, she landed on her feet, her cold blue eyes following the length of chain up... and up.

A shadowy figure stood on top of a stack of cargo containers, coiling the length of chain around her left arm. The far-off industrial lights of the shipyard were powerful enough to cause the object in her hand to glint. "What the hell's your problem?" Sayaka shouted at the figure, thinking to Kyoko _Someone's here, another Puella Magi._

_Careful_, came the veteran's forceful reply._ On my way. _Sayaka was conflicted; on the one hand, she felt safe knowing that Kyoko would be there soon. On the other, it was galling to realize that Kyoko thought she needed protection... she could handle herself!

But then, as the two other girls materialized from behind nearby towering stacks of the massive rusting boxes, any thoughts of bravado disappeared. _More. Three_.

_Dammit_. Kyoko took a huge leap in the direction she knew she'd find her partner, heedless of the energy cost. A group of three or four Magical Girls... depending on how Sayaka's thoughts were interpreted. Things were about to get interesting, as long as she could get to her friend in time.

As the two girls took up positions behind Sayaka, the one standing on the container stack hopped down. Landing a few meters from the blunette, her features became easier to distinguish... she wore a dark cloth or cap over her head, and appeared to be covered in black leather and silver chains. _Some kinda emo goth chick?_ Sayaka wondered. She holding what looked like a sickle in her left hand, forearm wrapped with the long chain that had whizzed by her head... She noticed a weight at the end of the chain hanging off the girl's arm.

"You're in our city, little girl." Sayaka bit back an acidic response... the girl addressing her was hardly much older than she was. But she was heedful of Kyoko's warning, and instead stared at her questioningly, or so she hoped. "_Our _city. You have to get out of here. Tonight. Otherwise... we'll have to make an example of you."

Sayaka was feeling surrounded, which made sense since the three strange Puella Magi had encircled her. She was nervous, not scared but... she hadn't become a Magical Girl in order to fight other Magical Girls... although of course she had in her brief time since Contracting. Mostly with Kyoko, in fact... the thought gave her a much-needed surge of confidence in the face of her antagonists. "First off, back the fuck off. Second, I didn't see your name written anywhere." Sayaka tried to keep her voice level, but the adrenaline pumping through her system made her sound shaky, so she intensified her glower to compensate. "If this is your city, I gotta say you do a pretty crappy job keeping it clean of Witches."

One of the girls behind her gasped, and the one addressing her looked on in disbelief. She wore a black bandana, with just the faintest suggestion of dark hair poking out the back. Chains adorned her outfit; sleeveless leather vest, tight leather pants, elbow-length black leather gloves... black black _black_. Except for the glinting silver of the chains of all varieties that adorned her outfit, chains that seemed to dangle, shaking, as the girl moved... but without even the faintest clink or rattle.

Sayaka didn't like her face.

"Why you stupid little... listen, bitch, you're about to get your ass handed to you unless you give us whatever Grief Seeds you managed to steal, and leave this city." She took a step forward, pointing her sickle threateningly towards the blunette. Sayaka, in turn, readied her sword, eyes focused on the threat before her, but other senses trying to account for the two girls flanking her, and hoping-

A tremendous impact shook the ground; a thick cloud of dust seemed to rise from the aging pavement, and the bandanna-wearing girl lost her footing, falling backwards as the ground seemed to undulate beneath her knee-high leather boots. Sayaka glanced around quickly, noting the shock on the other two girls' faces-a black-haired one in an outfit reminiscent of a samurai, the other in a gown that would have been at home in a Kabuki theater, her head framed by long green braids.

"Is there a problem here?" Kyoko emerged from the dust, spear shouldered, and strolled over to Sayaka. Inside, she was wincing as the bones in her feet magically re-knitted themselves. She'd come in pretty hard, even for her...

"_Another_ poacher? Look, I don't know how stupid you both are, but the familiar you're chasing won't even drop a Grief Seed! There's no point in killing it!" Kyoko couldn't help but feel embarrassed for a moment; her own thoughts still ran at least partially along those lines. But since it was important to Sayaka...

"This is our city, everything you've taken, you've stolen from us. Give us the seeds, and get the hell out of our territory," the short, bandanna-wearing girl shouted, standing up and motioning to the two girls on either side. Sayaka noticed them share a hesitant glance, the two warily brought their weapons up, advancing on the two girls from Mitakihara. From the looks on their faces, some intense telepathic conversation was going on.

Sayaka felt trapped... the situation was unraveling fast, and she had absolutely no interest in fighting other Magical Girls who seemed to be doing nothing beyond defending their territory, even if the leather chick was being a complete ass._ When it's kill or be killed_... But surely it wouldn't come to that.

Kyoko made a show of yawning, twirling her long spear around her head in great arcs. Her pulse was thrumming, but had nothing to do with anxiety or worry. She was ready to kick some ass... and fighting another Magical Girl was always a huge rush for the veteran. Pitting herself, one against one, on the field of battle... there was just no substitute. It was Proof, capital "P."

When she won, it was proof that she was better. When she lost but survived, it proved she was tough. She knew she was tough and felt no need to prove it, and happily went along re-affirming her self-worth every time she laid another girl down in the dirt. Sometimes, however, being a loud and obnoxious jerk trying to pick fights and generally making a scene wherever you went... it could leave an impression. Not always a good one, either.

"I know you..." The strange bandanna-wearing girl said. She held up her hand, the evil sickle blade and wrapped chains glinting in the dim light. The other two girls stopped, watching the out-of-towners with wary unease. Kyoko felt the one circling around her glance at her friend, not the one who just talked but the other girl trying to flank the pair. She could have used the stupid mistake-_nobody_ took their eyes off Kyoko in a fight-and ended the girl then and there. She'd noticed the Soul Gem on the girl's right wrist, some kind of bracelet or bangle. But, for the moment, and especially in light of the new comment from their most talkative opponent, she wanted to see where this was going.

She wanted a fight, but was willing to let the other side set the terms. Besides, Sayaka probably wouldn't like it if she threw the first punch.

The other side, specifically the girl in the black outfit, had taken on first a surprised, then disgusted, and now finally hateful expression, cycling through in the span of seconds. "You... Kyoko. Sakura Kyoko. I'd remember that arrogance anywhere..." She broke off, continuing to stare at the veteran, who didn't even try to place the face of the girl threatening her... there had been too many battles, to many enemies made, for her to remember even most of them with much detail.

"Far from home, aren't you, Kyoko? What was the name of that dump of a city called again...?" Kyoko didn't respond, wanting the other girl to reveal her intentions, although from the look on her face... "You don't remember me at all, do you?"

"Actually... no. Nope. Not at all." She shrugged.

Their antagonist laughed, a dark, mirthless chuckle. "Keiko-san, Noemi-san... let me introduce you to one of the biggest bitches in all of Japan, Sakura Kyoko. She's a-"

"Don't you talk to her like that, you goth skank!" Sayaka shouted, advancing with her sword, the earlier hesitancy dissolving in the outrage that coursed through her._ Nobody talks about my girlfriend that way! _She felt Kyoko grab a handful of her cape, and allowed herself to be stopped... barely.

The stranger in front of them laughed again, sneering at the blunette's threat. "So... whatever happened to that blonde bimbo with the huge rack you were hanging off of last time we met? This scrawny thing isn't half as cute... and here I thought you had standards."

Kyoko was tempted to close her eyes and cover her face with her hands. _Shut up already! _Instead, she seemed to lean forward, toward the girl just a bit... and like a lightning strike, her spear spun off her shoulder, darting forward at the girl's face.

Wondering, trying to decipher the strange things she'd just heard..._ hanging off of _was very different from _hanging out with_... but Kyoko's stab caught her attention. She felt dismay at the sneak-attack for a second, then put the thought away, preparing to attack the two other strangers who had tensed up. No matter how she felt about the situation, she had her partner's back. She eyed their weapons held at the ready, a polearm topped with a slim, curving blade, and a strange crossbow like contraption that seemed to have a narrow box and a lever mounted on top. _What the hell?_ she wondered.

The girl confronting them flinched; felt a yank, and opened one eye. Kyoko dangled the bandanna from the end of her spear, giving the girl a long, hard stare.

Sayaka stared at the girl, seeing her furiously twisted face, the hateful dark eyes, the spiky, dark red hair seeming to bristle with antagonism...

"Sachi-san..." the stranger in the robe said, hands that were hidden beneath long sleeves clenched white around the grip of her weapon. "The plan was-"

"I know what the damn plan was, Noemi! These two are hunting in our city! We can't trust Kyoko, she's dangerous and has no honor! If we don't kill them-"

"Kill them?" interrupted the robed girl named Noemi.

"_Kill _us?" interjected Sayaka, amazed at how far things had gone.

"Kill _us_?" intoned Kyoko, incredulous at the absurdity of the notion.

"Shut you're filthy mouth, you dirty..." Sayaka heard the enraged girl complete her insult, the most crude and vile word that can be used against a woman. Her senses seemed to dull while focusing at the same time, a kind of tunnel vision where the only thing in the world that existed was her target...

Kyoko stared in amazement as her beautiful blunette, always the source of constant surprises, again shocked her by advancing on the other red-head... defending her honor? The fire inside the veteran died down a notch as she watched Sayaka warn the other girl to back off through clenched teeth... Maeko, that was her name, Sachi Maeko... something about her had been strange...

Conflicted, she shouldered her spear, watching her girlfriend dodge out of the way of the girl's chain as it spun through the air. Sayaka's sword was extended, an almost liquid shimmer of distortion that extended for several meters. Kyoko smiled, happy that her... protege... was adapting to the fight already, preventing the other girl from gaining too much advantage from the long length of her twirling chain.

Sparks seemed to fly as the translucent sword met shining chain, the clang echoing unpleasantly within the corridor of rusted metal crates.

* * *

_This should be interesting_, thought the small, white figure watching the fight below.

* * *

**Oh, the beautiful reviews, how I love them so. Please keep it up. I haven't been keeping up the pace I'd originally set for myself, so apologies for the wait. You guys are seriously awesome, thanks for all the detailed responses!**

**Thanks especially for feedback regarding the progression of their relationship and whether or not it seems feasible, all the cool thoughts and ideas about body-less Soul Gems, yakuza, and most of all the delightful worry over that shamelessly misleading introduction to ch23. Hope it makes sense now, and comes as somewhat of a relief, and not as a mean and spiteful trick.**

**Also, Shadow... different city = different magical girls = conflict... awesome observation. It is honestly so fun when people guess what's about to happen, whether or not it happens or not. Keep it up please!**

**Hug demanded, hug recieved.**


	25. Chapter 25

**Chapter 25**

Confession

"Before I proceed, I beg you for one thing, Madoka. Please... please hear me out. It may... it definitely _will _sound strange, impossible even... but please." _One final chance._

Homura was counting the days until Walpurgisnacht... on the fingers of one hand_. Damn it Kyoko, I could have used you. That annoying, hideous laughter echoing through my head_... It had become a familiar nexus point, the end of one journey and the beginning of the next. Synonymous with failure. Repetition. And a spark, a glimmer, of hope.

Rarely had she felt more eager for the sands of time to reverse once more. But also so _tired_...

And seeing Madoka in her outfit kicking ass, even freshly Contracted, had been wildly exciting, despite it signalling her failure to keep a promise to the very same girl._ Well, perhaps not the very same, but someone I loved. Love._

"This is... so confusing. I... I'm sorry if I ramble. I know what a great listener you are, Madoka, but tell me if I get...

"Okay. Ah... I w-will begin... by telling you about my very best friend in the whole world. I had... well, I had just transferred to a new school... no, not _your _school... exactly. I had been in the hospital... my father and mother died a few years back, and... well, something was wrong with my heart. I had... surgery. It... was... unpleasant."

_Pull yourself together! This is my only chance..._Homura thought in a desperate attempt to rally from the painful memories.

_This time, at least. Nothing left to lose_, a small voice inside her said, for once vaguely encouraging.

"S-so, it took a while to... recover. Once I was on my feet again, I was transferred to M- to a new school. With the wait for a donor, the surgery, the... recovery, I'd missed... a lot. Of school... and other things. Life, I suppose.

"I was... overwhelmed. It was like everyone in the whole place was staring at me, I couldn't help thinking they were judging me. I... I was uncomfortable. Terrified, really."

Putting her hands to her cheeks, feeling the heat radiating from them. _I was so weak!_

"I... met someone. Or, actually, someone started talking to me. She was so nice, so cheerful, and most of all... she welcomed me! She made it seem like she was happy that I had joined her class... happy just because I was there. She even thought my name was cool...

Pink eyes narrowed briefly.

"I... didn't see her later that day. I had been... friendless. For a long time. My illness... it made others uncomfortable. The orph-... the place where I stayed was... well, looked down on, to say the least. Kids at school could be so cruel, I felt like... something was wrong with me. Some kind of fundamental flaw. When I didn't see her after school... I had hoped to 'accidentally' bump into her, but she never appeared. I felt... It's silly, we had only talked for a few moments, and never made plans or anything... hardly more than a few sentences, really. But I felt like I had been abandoned. Forgotten about.

"I know that was an over-reaction. Even at the time, I knew it... but it didn't stop the feeling from eating me up inside. Like someone's leaving you behind, going somewhere you can't follow... that feel of something slipping away."

Her eyes averted, Homura didn't notice the pinkette's quick intake of breath.

"How could I blame her? I was just me, glasses and braids... Yes, Madoka. Braids. Quiet, lonely, unremarkable... and friendless.

"It was on the walk home that the Witch reached out to me...

Madoka's eyes were wide, watching Homura with an intense feeling of... not foreboding. Fore_shadowing_? Like she was about to learn the answer to so many of the questions that had arisen since the transfer student had arrived in her classroom with an arrogant flip of her long, black hair. Before that, even. _The dream_.

An operation... _orphaned_. Her heart broke a little bit at the thought. The wounded look in Homura's eyes was almost pitiful, coming from the once so self-assured girl. But the transfer to a new school... and thinking her name was interesting... It tickled that almost imperceptible sense of... _something_, whenever she was around Akemi Homura. Something... familiar?

"The Witch was right. I was worthless. I was convinced that I wanted to die, a stop to all the pain and sorrow, hoping for a friend... someone to share life with, who valued me... and meeting turned backs and snickering whispers. My parents were gone... nobody to even visit me in the hospital... Death, at least, is an end to the pain. There's some comfort in that...

"That's what I was thinking, ready to have it all end.

"And that's when _she _showed up. I had walked... or rather been pulled, into a Witch's labyrinth. But it wasn't anything in the barrier that captured my attention... it was... her.

"She is, simply, amazing. So vibrant, so caring... so _good_. She rescued me, slaying the Witch with ease, despite her only having become a Puella Magi days beforehand...

"She had come for me. She _saved _me.

"She became my dearest friend. It was her, she convinced me that I had value. As a person. As a friend. I guess it's ironic that it was a Magical Girl who was the first person to treat me as a human being in such a long time.

"She helped me... overcome some things. Helped me grow, gain confidence. It was her who I longed to see every day, spend as much time with as possible. She let me accompany her, sometimes, when To-... time allowed."

That sense of deja vu began to wash over the fascinated pinkette, her ire long forgotten as the black-haired girl poured her feelings out through her story, an overwhelming sense of misery and loneliness... until it seemed to take a turn towards happy. She found herself caught up in the story, and was fascinated by Homura's inability to meet her gaze. Those purple eyes had _never _shied away from her before! Madoka was sometimes uncomfortably aware of this fact.

_Like me and_... a wave of sadness washed over the girl sitting cross-legged on her bed, the liquid bands of pain that seemed to encase her heart, which she had worked so hard at trying to ignore in order to continue functioning, became hard, sharp... the thought of Sayaka, of never seeing her again, freezing that overwhelming sense of grief and loss, jagged splinters of icy emptiness stabbing themselves into the very core of her being, an inescapable feeling of almost drowning in the pain, unable to breathe-

"I... owe her everything. She was, _is_, my one true friend. She let me follow her around for weeks, included me in her hunts and protected me at the same time. And then, on Walpurgisnacht, I watched her die.

"I watched her save, basically, the world. At the cost of her own life. Her friends had already fallen, she was the only one left to stop it. She was so brave...

"Stop it she did. But... at such a price...

"As I stood over her lifeless body... the body that had once contained a spirit of such vitality, an inspiring and compassionate and most of all loving and kind soul... e-empty. Gone. S-snuffed o-o-ut..."

Madoka watched in horror as the girl drew a shuddering breath, tears leaking out of her downcast eyes, pain etched deeply in her face. She could barely stand it... that poor girl...

"I... I c-couldn't allow that to happen. I... just couldn't. The world could not exist without her... the person who made life matter. She was so good, why did it have to be her..?

"Kyubey was there. He's here, too, somewhere. I don't care anymore. He can hear me. I have nothing to hide, not anymore. After the battle, standing over the beautiful, still corpse... I Contracted. I'd _save _her. I'd go back... and this time, _I'd _be the strong one... _I'd _protect _her_!

"Then I was back, at the beginning, sort of. The day I was released from the hospital. The week before I started school, a new school, with new people... but that didn't bother me anymore! Not one little bit. Because I knew, with ecstatic certainty, that _my best friend was alive and waiting for me at that school!"_

Madoka's mind was reeling, puzzle pieces fitting together but the overall picture confused and incomplete. Time travel... is that was this "going back" was about? It was chilling: her entire relationship with the transfer student, her coldness, her warnings, following her... everything was starting to take on a slightly shifted, twisted meaning.

"I was... exuberant! Our reunion was a bit once-sided, of course, since she'd only just met me... but I'd known her for months... and loved her almost as long as that. She was just so amazing... she helped me grow in entirely new ways than our, well, "first" time around. Most important of all was how to fight as a team.

"Against us, the Witches never stood a chance. It was blissful, success after success, but again Walpurgis appeared, and again Kaname Madoka died."

Homura brought her eyes up to meet Madoka's for the first time, lilac sparkling with tears, blinking trails of glistening lines down her cheeks. Madoka's thoughts were frozen, unbelieving, even though she'd begun to have her own dark suspicions as the story developed... _What kind of trick_... but it didn't feel like a trick. It didn't even feel like Homura was crazy, as much as the pinkette preferred that to the alternative...

"It was you, Madoka. Always you. Who made life... worth living. I... I needed you. I couldn't... I can't... I'll never let you down... except...

"I already have. I've lived this life, these last few months, over and over. Seriously, over and over and over... and I will continue to, until I finally save you, Madoka. B-but... I made a... promise to you. Not _you_, you... an earlier you, who'd figured out that Kyubey had tricked us all. There were... complications; no matter what we tried, we couldn't ever win.

"So... you asked me to make sure you never Contracted. I... I've missed you so much, Madoka, but I've had to try and keep my promise, I had to try and prevent you from dealing with that filthy Incubator... I... I'm s-so s-s-_sorry_!"

Homura paused her weeping after a few moments, lifting her head up as Madoka poured her thoughts into the black-haired girl's mind.

_All this is very, very confusing,_ she projected. _But I'm certainly not angry if you failed to keep a promise to some other "me" that I, as in the real me, do not agree with._

And yet... something about this seemed to strike a chord, deep inside her subconscious. A tickling, instinctive feel that Homura wasn't lying, and wasn't insane.

"But it's _worse _that that! I'm so sorry, Madoka, but there's... a reason... why you asked... asked me to...

"This isn't the time, maybe, but... I'm sure Kyubey never told you. Witches. There's a connection, between them and Magical Girls. Witches _are _Puella Magi. The stronger the girl, the stronger the Witch...

"And you are the strongest of all."

Madoka's bruised and battered mind, assaulted by tumultuous emotions and frightening new revelations, began to feel numb, detached. She desperately wanted to dismiss what the girl before her was saying... but at the exact same time knew intuitively that she was telling the truth.

"Sayaka... I'm sorry, Madoka, I really am. But Sayaka, she turned Witch every time. Except... this time, something happened. I think Kyoko was involved... but she didn't turn. I've seen Mami turn, and Kyoko... and...

"I don't want to fail you, Madoka. But I can't help feeling happy to have failed! I hated being the scary person keeping you safe from a danger you could never know about... I missed you so much! When I saw you in your outfit, all the old memories came flooding back... I love you more than life itself. You are my life... I will keep trying, trying to find a way-"

The raven-haired girl, kneeling at the foot of Madoka's bed, broke off as she felt arms wrap around her chest, squeezing, and her breath caught. It was a feeling of wires and energy, a spark of life jumping between the girls, energizing her. She took a deep breath, blinking the tears from her eyes, as she felt a hand stroking her hair comfortingly. She closed her eyes, her body shuddering within the slim arms that held her, feeling like the sobs wracking her body would shake her apart except for that warm, electrifying embrace.

Madoka felt energy flow from her into the weeping wreck of a girl, a satisfying sensation, lending some of her own strength to Homura's battle against the mountain of anguish that weighed upon her soul.

The pinkette focused, trying to project her feelings. She'd listened to Homura's story, almost despite herself, feeling spellbound. For the first time since walking her to the nurse's office the first day she arrived, Madoka was able to understand Akemi Homura as a human being. Stripped away of her flawless mask of competence, the pinkette was able to empathize with the girl's plight... and as she slowly grasped the complexity of what Homura was telling her, she realized that she could never understand the true extent of what the girl had suffered.

Concern, empathy, respect... appreciation. Homura lapped up the feelings like she'd been dying of thirst, embracing it, disbelieving.

Madoka held on to the transfer student, wonderingly. It was like something out of a fairy tale... the selfless wish to save someone, the dedication, commitment needed to keep going, even in the face of what appeared to be insurmountable odds...

That, definitely, did not bode well. Neither did this waffle house thing that apparently kept killing her.

But that was then; this is now. Madoka basked in the feeling of confidence welling up inside her, and examining her thoughts realized that she was excited... eager, essentially, to no longer be alone. She'd felt frighteningly isolated these past two days, and the Witch last night was a close call...

For the first time in forty some hours, Madoka felt a flicker of hope... a feeling of a future sun cutting through the present-day cloud of misery and gloom.

"You really... think I'm brave?" the pinkette asked shyly. Homura could only nod her head, long black hair cascading off her shoulders.

"I believe you, Homura-chan. It's crazy, but I do. I feel like... like I've known you. You really love me... so much? I've always felt there was a... connection or something. Between us... I forgive you, for anything... and you... you m-must f-f-forgive m-me f-for the things I s-said..."

The two girls knelt on the floor, supporting one another, sobbing on the other's shoulder, letting out all the pent up sadness and depressing memories wash away in a torrent of tears.

* * *

Downstairs, hearing the howling sobs coming from her daughter's room, Junko smiled indulgently, hooking an errant lock of purple hair behind an ear. She changed the channel, observing the Nikkei's closing numbers, confident that her daughter and her new friend were working things out.

* * *

**Thanks, as always for feedback and reviews. Please keep them coming. You are awesome.**


	26. Chapter 26

**Chapter 26**

Rumble in Motogawa

Crouching to avoid the swinging chain, Sayaka pushed up and back, hurling herself into the air, spinning before hitting one of the walls of rusting shipping containers that were scattered throughout the environment. She saw the girl's eyes widen in surprise as she flew directly toward her, the razor-thin plane of her sword slicing toward her chain-wearing and -wielding opponent... Sachi-something or other.

The bitch who couldn't keep her mouth shut. Who wanted to _kill _them.

Sayaka slammed into the pavement where her enemy had been an instant before. The long, trailing chain pulled away as the black-clad Puella Magi leapt to the side. Turning, Sayaka was clipped by the links of chain flying past-

A wave of agony, horrendous pain. She felt nauseous, her nerves burning with an instant of torture... then it was gone, along with the slinking chains being pulled around the corner of a nearby stack of the huge metal boxes. Shaking her head, the twisted feeling in her stomach fading, she spared a quick glance back, trying to catch her partner's eye.

Kyoko had been keeping an eye on the other two girls who had decided to ambush them. The way they kept glancing at one another, the tightness of the muscles in the robed one with long green braids as she held that strange crossbow... the sweat on their brows. They didn't seem fully committed to the fight... something they would soon come to regret.

Noticing the blunette pause as Maeko fled, she focused her thoughts. _Go ahead, these two will be no problem for me. Be ca-... Go kick her ass_. She felt the amused gratitude her new friend chose to share with her, and watched her leap, first up to the top of a nearby stack of containers, and then high, high into the air.

From the corner of her eye, of course. Her attention was still focused on her two opponents. The two girls continued to circle Kyoko, eyes intent on the point of her long, wide-edged spear as it spun lazily through the air. The red-head began moving, turning to keep her opponents in view, changing position to keep them from flanking her.

"Pretty much your last chance to run," she said conversationally, her toothy, eager grin flashing under the industrial-strength floodlight that lit this portion of the shipyard.

Cursing the darkness, wide blue eyes scanned the shadowy maze of metal below her, once again managing to pick out the movement of her prey. Leaping across the tops of the maze of metal, Sayaka dove headfirst towards the darting, shadowy figure that ran in front of her. Spinning, the strange girl hurled the weighted end of the chain portion of her weapon. The blunette, rocketing toward the girl, rolled, spinning through the air. As the chain passed below her, she stopped the spin and with a throwing motion with her left hand, a crackling, forward curving blade appeared, spinning through the air towards her opponent less than 10 meters away with the sound of a thrumming bass guitar.

Her opponent brought up her hand, the long, wicked looking sickle-blade attached to the opposite end of the handle as the chain. The dagger was deflected, but in the fraction of a second it took this Sachi-girl to react, bringing her weapon up and leaving her left side undefended, Sayaka had closed the gap, driving her sword far, far into the girl's lower abdomen. After the first meter penetrated all the way out the short red-haired girl's torso, she seemed to go limp, and the blunette continued to slowly walk forward, driving the sword ever further. Unable to help herself, Sayaka's eyes roved over her defeated enemy, searching for... it must be somewhere, unless it was hidden like her own...

A wave of guilt washed over the young Magical Girl... to even consider targeting her opponent's Soul Gem, the receptacle of whatever she and every other Puella Magi had left of a spirit... it was abhorrent. It was against everything she stood for. She'd fight, and beat this girl bloody, teach her a lesson she'd never forget... but she couldn't...

Her eyes caught a slight glimmer through the hole her sword had created in the leather covering the girl's abdomen.

Before she knew what had happened, the black-leather and silver-chained girl had thrust herself forward, the blade sliding effortlessly through the hole below her chest. Her eyes were wild, a manic grin etched across her face as she reached out...

Sayaka felt her body seize up, every muscle seeming to tense as a wave of all-consuming agony washed over her. Open mouthed, unable even to gasp, the blunette's sword disappeared, leaving a long slit of a wound, pumping blood liberally out of Sachi's jacket, coating the silently swinging chains, spattering the dirty, worn pavement. Her hand grasped Sayaka's shoulders, and through the haze of pain the blunette was dimly aware of her opponent bringing back her arm, a curved sickle blade gleaming dully in the dim night...

Remembering the lesson Kyubey had tried to teach her... if it hadn't just been sadistically torturing her, Sayaka embraced the pain. She recalled the feeling as shadowy, razored tentacles had slashed into her, while she had laughed and hacked and slain the thing that had tried so hard to destroy her...

A slim, white-gloved fist connected with Sachi Maeko's jaw, spinning her head and rattling her thoughts for a moment. She recovered almost instantly, but in that instant the follow-up elbow hit her square in the nose. She stumbled back, choking.

"Fuggen bidge!" her enemy screeched, putting a hand to her nose, face twisted with dismay.

Sayaka was amazed at the sight of the girl's shattered nose, blood pouring out from both face and chest. WIth a bubbling scream, the girl took off, the wild look in her eye now reflecting a deep uncertainty... almost panic.

Grinning like a wolf, the blunette materialized a pair of swords, and followed.

Kyoko enjoyed a good game of cat-and-mouse... but she was growing bored.

"You've made your decision, it seems." She feinted with her spear, stabbing at the samurai-girl with short black hair, Bringing up her naginata, its curved blade slimmer but longer than Kyoko's spear tip, she assumed a defensive posture, ready to block and riposte with a spin of her polearm.

Instead, Kyoko's spear flicked out in a different direction entirely, catching the crossbow wielding girl completely off guard. The strange weapon spun off into the darkness, Kyoko's initial swing connecting solidly, and she willed her spear to extend, chains clanking in the still night air... the only other sounds were slightly heavy breathing, the shuffling of feet on a hard surface, the gentle sound of the water lapping along the coast... and for a moment, off in the distance, a scream.

She smiled. She felt that she'd know if Sayaka had been hurt... it didn't sound like her scream anyway. _Good for her_, Kyoko thought, feeling a little twinge of jealously. _Time to end this._

On the return stroke, the chain-spear wrapped itself around the robed and newly-disarmed girl's legs, yanking her off her feet. By now, samurai girl..._ Keiko, was it? _She was advancing, a look of alarm on her face as her eyes flickered between the red-headed veteran and her green-braided companion laying at her feet.

_Something about that look... not lovers, but something close_, Kyoko thought. Then she glanced down at the downed girl as she struggled to get up, a look of determination on her face... matched almost exactly by the face of the girl now approaching her with raised naginata, concern for her friend melting in a furnace of protective rage...

_I don't like this_, she thought in dismay. _Not one bit._ It hit... very close to home. Reassembling her spear and holding it before her, she took a step backward, away from the slowly-standing-up figure. So slow... even for a regular human. She'd been down for _seconds_.

"Look, I'll give you one more chance. I don't want to kill either of you. Me and my friend-"

The black-haired girl interrupted, eyes narrowed and looking ready to pounce. "You're invading our city! You're nothing but a thief! Give us the Grief Seeds!" Her voice got louder and louder, finally shouting the words hoarsely. The red-head sighed, her pony tail swishing through the air as she shook her head emphatically.

"You don't seem to understand..." Kyoko paused as she noticed the samurai chick glance over at a dimly lit building, back in the general direction they had come. This was the second time. Curious, she took another step back, sparing a quick glance at the area...

_Ah, shit._

Sayaka was furious. Her blood felt like it was literally boiling, bubbling in her veins with roiling, unspent energy. She'd come close, _so _close... but still that damn chain-wearing girl continued to elude her. The blunette had refrained from using much of her repertoire, fearing the damage and attention a mass of exploding swords was likely to cause... and even more than that, she didn't want to _destroy _the girl she chased.

She just wanted to beat her into submission.

_Sometimes you fight fire with fire. Sometimes, you bully a bully to get them to stop._ The justification for imminent violence came easily. The foul-mouthed girl had spent the last several minutes taunting Sayaka, heading farther and farther along the waterfront, away from Kyoko and her battle. The blunette's pride would not allow her enemy to escape... she didn't want to return to her friend empty-handed, so to speak. She had no doubt the girl could handle herself against the two remaining opponents. Besides, she'd contact her telepathically if something was going on, like she had as Sayaka had lain under her covers, hiding from the world while sinking into despair, so, so long ago.

This was her first duel... at least, her first duel with a Magical Girl who wasn't Sakura Kyoko. She understood her friend's fascination with fighting, and despite her own reservations, couldn't help but think that she had to win this one, to prove herself to her new friend.

It was too much to ask for Kyoko to have resolved her situation without violence. Those girls hadn't said much, but hadn't seemed so bad...

_Not like this filthy little_... "Grr_rrr_!" Sayaka unconsciously growled like she'd heard Kyoko do so many times before, the verbalization a perfect expression of the frustration she was feeling. She just wouldn't shut up: insulting Kyoko, implications about Mami-san's honor, questioning Sayaka's own parentage... her crude insults were obnoxious, and the blunette meant to put a stop to them. And make certain the girl couldn't follow up on her threat to kill her friend.

She just had to find her target first.

Momentarily wrapped in a whirling spiral of blade and chain, Kyoko spun around, looking at the newcomers as the naginata-wielding girl hovered warily at the edge of the spinning vortex, while the robed one stood up shakily, another strange crossbow materializing before her. The box-and-lever on top looked so awkward...

Two shadowy figures slowly resolved as they entered the pool of harsh illumination. Keen eyes... the eyes of a predator, picked out details. Wild purple hair, baggy pants and bare midriff, a massive, iron-studded club held in both hands, preparing to leap forward. A bulky, camouflaged figure, wearing some kind of body armor, of all things, her face hidden behind the helmet, visor faintly glowing yellow, seeming to cradle something in her arms. The red-head heard a distinctive sound that she'd only heard in movies and video games, the unmistakable racking of a shotgun.

_Sayaka_, she thought, hating to interrupt her friend during combat but needing to update her on the situation. _We might have a problem. Two more have arrived._

_Dammit!_ came the blunette's frustrated response, unable to completely remove the worry from her thought. _On my... oh crap, Kyoko, she's doubled back... she's heading back toward you!_

_You might want to get the hell out of here,_ Kyoko began, but was furiously interrupted by a wave of pained disappointment.

_I'm not leaving you!_ The thought cut off with finality.

The wild-haired girl wielding the immense club took a giant leap, coming towards her. The armored figure brought her weapon to bare, lining up a shot, while the other two girls seemed to regain some of their confidence, the green-braided one beginning to cock back the lever, aiming...

Kyoko thought fast, assessing the situation. If Sayaka had fled, she could have gotten away from these girls, as galling as the thought was. But with her determined to come here, well... that didn't leave the red-head much choice. Her mind had already assessed the most potentially dangerous target, and her body was instantly in motion.

A burst of ruby light lit up the surrounding walls of containers, brown and magenta. Even as four phantasmal Kyokos appeared, the real Kyoko was moving, hurtling toward the armored figure.

BOOM. The shotgun fired, muzzle flash erupting in a cone of bright flame. Kyoko felt the shot tear into her outstretched left arm, dozens of metal pellets shredding skin, ricocheting off bone... her grin of anticipation becoming a snarl, the red head descended, the glowing tip of her spear stabbing down at the helmeted head, piercing the armored magical outfit in a wave of shimmering heat, blade sinking into the head...

The yellow glow of the translucent visor went dark.

"_Nooooo!" _a voice screamed behind her, high pitched, while Kieko's harsh, choked voice cried out "Rei!"

Pulling her spear out and twirling it to get the blood off, Kyoko turned to face her shocked, upset, and outraged opponents... all of whom were at least partly occupied by the doubles... quadruples? By the copies of herself... her phantasms.

One arm hanging at her side in tatters, she gave herself a moment to begin re-knitting the ruined flesh before advancing back toward the fight, spear in one hand at the ready._ You dug this grave for yourselves, ladies_, she thought, attempting to project her thoughts to the nearby girls, but it was impossible to know if they received her message. Certainly their faces remained unchanged: stunned or enraged." I can't abide double-standards, and despise hypocrites. Allow me to demonstrate with some excessive force."

Sayaka, growing increasingly impatient and furious with both herself and the elusive Sachi, had spent what seemed like forever searching for her opponent._ Why won't she fight me? _she thought in disgusted frustration. Cowardly little-

Then she'd seen her, leaping in the distance... away from her. Back towards...

Shit!

The blunette stood there, stunned beneath the stars, overwhelmed by furious self-recrimination. She tricked me...

Eyes narrowing, Sayaka forced herself to redirect the anger. Dropping her swords and allowing them to dissolve back into motes of nothingness, she crouched down, balancing on her fingertips as she pushed off, speeding through the corridors of rusted metal.

Sachi Maeko struck at the moment of Kyoko's victory.

Kyoko had watched two of her four phantasms dissapate under a withering hail of luminescent darts that the green-braided girl Noemi shot out of that strange crossbow contraption, dart after dart huring out each time she cranked the lever. One had been engaging her, the other Kelko, both her original opponets. The other two were keeping the remaining newcomer busy, the kanabo-wielding hulk of a girl bleeding from a shallow cut along her outer bicep.

Thinking to end the battle quickly and with a flash of irony, Kyoko rushed at the newcomer's exposed back, taking advantage of outnumbering her opponent. Also, she thought... foolishly hoped, perhaps, that the other two wouldn't be as eager to continue the fight as this one would.

One of the mirage!Kyoko's burst apart into nothing, the girl's massive wooden club banded with studs of iron, connected with the ground, so powerful that the red-head felt it from a dozen meters away.

Her spear thrust forward, seeming to grow as the sections came apart, chain extending. As the tip pierced the giant below the ribcage, Kyoko willed her spear to come together, maximizing the force of her momentum with the once-again solid pole. The spear first buried itself into the girl's ribs, from behind, then Kyoko continued the stroke, bringing her up, impaled on her spear.

The tall girl screamed briefly, drew a ragged breath, then seemed to lurch down the upheld spear, ribs cracking as gravity pulled the sharp tip of Kyoko's spear through her straining ribcage. This time her scream was truly bloodcurdling.

Kyoko glared into the eyes of her remaining opponents, the younger looking Noemi with a look of abject horror on her face, while Keiko seemed to gaze in outrage at the abominable state of her former battle-buddy.

"Last chance-" Kyoko's intentionally frightening and creepy smirk died on her face as, painfully loud, Sayaka shouted in her mind Watch out! She saw the movement out of the corner of her eye, too late, amazed that someone could still manage to sneak up on her, hating herself for having allowed it to happen.

As the first silvery links of the chain touched her, everything around her seemed to fade into black as an all-consuming wave of pain washed over her. Nerves burning, seeming to light up every single pain receptor throughout her body, Kyoko was barely aware of the way her muscles had clenched, or that she now lay on the ground, her arms and torso wrapped in silvery chain. She latched on to a sound... an evil chuckling... getting louder. Approaching. She pushed herself, trying to focus enough to increase her pain threshold, use her magic to somehow break out of this trap...

The pain faded, slightly. Instead of burning inside of the sun, she was merely doused in gasoline and lit on fire. Still agonizing, still paralyzed, she could dimly make out the sound of conversation around her.

"I... I don't like th-this," the faint voice of Noemi said, the girl too shocked and appalled by the night's events to continue the conversation telepathically. "Th-this isn't w-what you t-t-told me it would be l-like!"

"What dafuq are you talkin' about? That bitch killed Rei!" The large girl stopped pulling at her disheveled purple hair, picking up her massive club and advancing threateningly on the bound red-head.

"She's mine!" Maeko hissed, extending her arm and pointing at the scratched and battered larger girl, who backed off for the moment, suddenly wary. The wicked, gleaming sickle blade rose up into the night sky, flashing down in an instant.

* * *

**Part one of two.**

**Many thanks for all the reviews, I especially enjoyed hearing about last chapter since it was kind of important to me. Hopefully it came off as sincere, Madoka's so wonderfully, impossibly nice, I don't think she could stay mad at anyone once she got to know them as human beings, especially if they are sad or unhappy human beings.**

**Leafy, I am really sorry to have offended you. Yeah, its kind of gross, disturbing even. I tried to warn you and everyone else, _rated m for a reason_ and such, but I'll be more... explicit in the preview. There's a point to it all (consider Homura's mental state before and after), but the M content is completely unnecessary to the greater story, which I've tried to explain. And, well, motivations and perspectives will be made clearer as things progress. Sincerely sorry though, hope you get this message of apology. I appreciate the feedback, and will try to provide more forewarning.  
**

**I'm still probably a bad person, though.**

**If that previous paragraph has you intrigued, dear reader, you're probably a bad person, too.  
**


	27. Chapter 27

**Chapter 27**

Rumble, Part II

Sayaka felt a vicarious wave of pain wash over her, the phantom nausea making her understand exactly what was happening.

_No no no, not too late not too late_. The blunette repeated the denial over and over like a mantra, willing herself to believe.

She was easily a hundred meters from the scene as she turned the corner, squinting at the harsh overhead illumination.

A group of foreboding figures, three standing around a lump of something, while another seemed detached from the group, staring at a different, larger object back towards a dimly lit building.

_Lump. Object_... Sayaka knew what she was looking at. _Bodies_.

Time seemed to slow. She saw the crimson dress, poking out from beneath a glittering mass of chains. She watched the Sachi-girl's arm poised against the sky, her black leather melding with the shadows but her silver chains glimmering in the harsh illumination, swaying silently. She saw the samurai-dressed girl, Keiko, her hakama spread wide like a skirt as she crouched, holding her naginata at the ready, watching the scene unfolding before her with an odd expression. An unfamiliar brute of a girl, easily a head and a half taller than her companions, stood over the blunette's prone friend, a wicked snarling roar building up, echoing within the metallic corridors. Her back was turned, her head a mass of unkempt purple hair, her muscles corded and tense, easily visible through the halter top she wore. And off to the side, the crossbow wielding girl with the flowing robes, green braids framing her young face. Noemi, the leather-clad girl had called her.

She saw the distinctively curved blade descend. Saw the spray of blood. A hundred meters... she covered half the distance in one second, burning magic to give her the power and traction necessary for her to be faster than she'd ever been...

But a lot can happen in two seconds. The huge figure, towering over her companions, raised a wicked-looking club, preparing to strike the lump at her feet... a red-ponytailed lump that appeared to be wrapped in chains.

Sayaka summoned a sword in each hand, rippling tides of energy seeming to bleed out of the shimmering blades.

The robed girl standing alone jerked her head around, noticing the incoming blunette. She opened her mouth to shout a warning.

The girl dressed like a samurai took a step backward, turning toward her partner just before she started to call out.

Sachi Maeko brought her arm back, then let it slam down again, sickle blade red and wet. She had done enough damage to the wily red-head's spinal column to ensure there would be no struggle once the chains were loosened. She considered continuing her gruesome chopping, reveling in the catharsis the flowed through her as she laid waste to this arrogant bitch lying helpless at her feet, the one who had humiliated her, made her feel helpless, so long ago. She called the entwining links back, unwrapping her enemy's upper torso, revealing the glimmering, furiously red star just waiting to be smashed.

Sayaka threw the sword in her left hand, spinning and blurring as it hurtled ahead towards its target, humming faintly.

The huge girl brought down the club with all her force, targeting the lolling head of the comatose intruder who had killed her best friend in the world-

"Maeko-san!" a young voice echoed shrilly within the valley of boxes.

Maeko drew back, hearing Noemi's shout of warning, instantly noticing the charging sapphire blur, still confident in her gang's victory, unwilling to admit the look on the girl's face scared her in the least...

End over end, a shimmering azure wheel hurled through the air, a faint hint of an electric guitar note buzzing up and down, _wah wah_, alerting the purple-haired attacker. She started to look around-but almost instantly her eyes were lowered to gaze in amazement at the meter of crackling blue energy that seemed to erupt from her chest. The force of the impact caused her to stagger forwards past her target, dropping her immense club, and she began to scream as jagged tendrils of energy, shimmering between aquamarine and indigo, began to arc from the blade into her body, the buzz beginning to crescendo.

Noemi clutched her cho ko nu tightly, trying to keep from shaking, trying not to close her eyes. She watched her senpai's friend Harumi-san scream, impaled through the chest and somehow continue stumbling around, aglow with crackling blue arcs of energy. Horrified, she saw tendrils of smoke rising from the large, muscular girl. This was more horrible than any of the half-dozen Witches she'd help take down...

Maeko acted fast; the blue maniac was almost upon her. Leaving Kyoko half-wrapped in her weapon, she summoned another kusarigama, the long, weighted chain at the end of the sickle arcing through the air, watching with glee as the fool reached out and actually grabbed it, laughing as she flooded the conduit with pain-inducing energy, ecstatic at having beaten both of these invaders-

Sayaka grabbed the chain with her left hand, the white glove straining along the back under the force of her grip. Pain, agony... the torturous feeling threatened to overwhelm her for a second, bile rising in her throat, bitter and burning. Then she had broken through, past the pain, and yanked the chain with all her might-

Keiko and Noemi watched, the naginata-wielding girl taking a hesitant step toward the fight, but stopping at the shake of the younger girl's green braids. She glanced at the reeling girl, Harumi, who was pitifully pushing the blade sticking out of her chest backwards, the whites of her eyes clearly visible around the iris.

Bringing her blade around in a powerful sweep across her body, the blunette used the second it took for Maeko to release her weapon to lunge forward, meeting her halfway. Slicing through the dangling chains and leather, her curved sword hummed as it cut through flesh and bone. The black-clad girl screamed in disbelief as her arm fell away, the chains binding Kyoko vanishing.

The polearm spun as the samurai girl took a step forward, looking uncertain as she gazed upon her opponent's maddened face. What would happen if she got past Maeko? This... was not going according to the plan. Not at all. Afraid, but determined to protect the only girl here that she cared about, Keiko advanced, watching with amazement as...

A giant figure slammed into Sayaka, knocking her away from the now-one-armed Maeko, who took the opportunity to stagger away clutching the stump that continued to furiously pump out blood. Landing on the hard, cracked pavement, the blunette felt the incredible density of the her opponent pressing down on her, face twisted in an enraged snarl as she bought back both her fists, slamming them down at the girl below her.

Sayaka saw the sword, still sticking into the girl, but pushed partly back. _Even with a sword sticking out of her... _she was impressed despite herself at the girl's ability to keep fighting. Kyoko was too close... Sayaka had hurt her before, and even at this tense moment included her friend's safety into her consideration. A quick glance, and another heart-clenching sense of panic and fear as Maeko leapt towards her fallen friend

Twisting like a snake, Sayaka latched on to the huge girl's waist, spinning her off and onto the ground. Facing each other, Sayaka let go of the metaphorical leash that hung, invisible, connecting her to the swords she created. It detonated. A burst of razor sharp shards of glass tore into the night, a spray of sand across the blunette's face, but leaving behind a sticky, wet film of her enemy's vaporized torso.

Maeko felt the dozens of crystalline splinters hit her shoulders and head, searing pain fueling her panic. She was so close, _so close _to an unasked-for revenge that had fallen into her lap like a gift from God... she couldn't let it slip away. Letting her stump bleed freely, she summoned another weapon, her grip slick with her own vital fluids.

Pumping blood and the echoing ring of the explosion filled Sayaka's ears, the blunette got up to her knees, eyes widening as the horrendously tenacious leather-and-chain Puella Magi once again stood over her friend, the red-head seeming to twitch, partially healed but helpless.

Kyoko woke, gasping for air, unable to breathe. She didn't focus on the pain that seemed to linger in every part of her body, didn't bring her hands to the ragged-feeling throat that failed to suck in the air she desperately needed... she focused on a pair of black leather legs dripping with chains that stood above her. Her damaged body reacting instantly, instinctively, her summoned spear flashing while jabbing upwards into the body of Sachi Maeko. Through the fog covering her vision, Kyoko noticed with dim amusement that her opponent's looks had improved with the removal of her arm and a few pints of blood.

"-end her!" the youngest looking girl was crying, her voice panicky as she stared at the blunette that was approaching again, murder on her face. She crouched down, raising her hands...

Sayaka saw Maeko go in for the killing blow. Ignoring the gurgling mass of wet, red tissue behind her, she dashed forward, mouth open in a scream, eyes narrowed furiously. Sweeping both blue-sleeved arms before her, white gloved-hands crossing paths halfway through the motion, she felt a sharp stabbing cold from her belly as dozens... _hundreds _of radiant shards of indigo swarmed through the air, safely above the prone form of Kyoko even as her friend's spear seemed to burst up from the ground, a cacophony of wind-chimes clanging in a hurricane-

Sachi Maeko saw her death in the crimson eyes that opened even as she brought her sickle down, felt the razor-sharp triangular spear head penetrate her, thrusting her into the air with an unbearable sensation of tearing, of being _impaled_... and then the ringing blue swarm was traveling through first one leg, then the other, feeling the meat flensed from her bones, screaming for an instant before going silent, the remainder of her body falling in a heap half a dozen meters away.

The swarm continued on, and four pairs of eyes watched in fascination. Short, dark hair whipping her face, the samurai girl was already in motion, dodging to the side. Diving, she landed awkwardly as blood blossomed from holes across her body.

The youngest girl, green braids undulating as she shook with stunned terror, brought her arms up in an instinctive reaction to sudden bright light and the fear of something traveling at high speed towards one's face... the long sleeves of her robe falling back to reveal a dark, almost black, gemstone worn on a bracelet above her wrist.

Noemi felt only the briefest flash of pain as the host of glittering, razored shards tore into her hand, before the energy-laden slivers tore through the magically-enhanced flesh of her fingers and palms, pierced the thin bones, and erupted out the back of her hand. The green, dimly glowing gem shattered into a thousand fragments, each a glimmering mote of mossy green within a field of electric blue.

A curl of smoke, a wisp of cloud, seemed to hang in the air for a moment. The ringing chimes died out as a huge hole was torn into the metal containers across from Sayaka, and for another moment, silence reigned.

Then, a scream rent the midnight air. It sounded so horrible, infused with grief and confusion and disbelief... the blunette's heart was stabbed with pity, recognizing the blind denial and overwhelming misery that lay underneath the pitiful sound.

Keiko stared at the skeletal mass that had been her... _no. No. NOOOOOOOOOOOOOOOOO!_ These... these monsters had killed her! She felt like her soul was trying to rip itself out of her body as her head bent back and she wailed with all-consuming agony.

Sayaka's mind was torn from the carnage before her as the crimson shape at her feet moved, Kyoko trying to get up on one arm before realizing it was still shredded from the shotgun blast, her limp muscles failing and falling back to the ground with a grunt.

Latching on to her friend's hurt, her pain, she blocked out the horrible screaming, the sight of the twitching pile of gore behind her, the sticky feel of the blood coating her... the horrified part of her conscience that was thinking about what she'd just done-

"K-Kyoko... are you-"

Bending over, she saw the startled look in the crimson eyes that stared back, a momentary flash of something before it was hidden again. Sayaka couldn't help but think her new companion was disgusted by... she broke of her chain of thought as Kyoko's face twisted in discomfort as her gaze darted around taking in the damage and casualties. Bending down, Sayaka laid her slim white-gloved fingers to the red-head's chest, willing her throat and neck to rejuvenate.

Another sharp, stabbing pain. She involuntarily clutched at her belly, realizing where the pain was coming from... wide-eyed, she hesitantly lifted up the hem of her shirt, staring at the dark, dark gem in her navel.

Kyoko's vision came into focus as her girlfriend... her love, stood over her, the slump of her shoulders so different from the rampaging warrior who'd done everything she could to protect her just a minute before. Her first coherent thought had been _Damn that's a lot of blood! _The second had been to realize that none of it seemed to be her friend's, and a wave of comforting exhaustion had swept across her. Taking in the situation, looking around she saw little to threaten her in the immediate future. She sagged, taking a long, deep breath, shaky through her quickly-healing throat.

_Alive. Still alive._ That had been too close, she'd let herself get surprised... if it hadn't been for-

"Sayaka?"

The word was a croak, a guttural whisper, but the blunette heard and looked down before crouching next to her friend. Her eyes were brimming with tears, her face twisted with an intense internal struggle. Kyoko saw the bared belly, eyes lingering on the clean, pale lines until being drawn to the black hole at its center, eating up the light.

"Saya... babe... now's the... time." Every whisper felt like thorns imbedding themselves in her throat._ Please, Sayaka_, she implored, sharing her suddenly desperate need with the girl above her. _You gotta use it, now._

"I... I d-don't..."

The blunette hesitated, a look of... almost resignation washing over her, mouth drooping, shoulders slumping... the heart-wrenching wail behind her seeming to pierce her soul.

Numbly, she reached back, grasping at the lining of her cape, and pulled forth a Grief Seed. The one that Kyoko had almost, almost left on the street... If only she had, Sayaka had thought several times, worried about whatever horrors it would undoubtedly contain from that twisted monster...

Looking around, Sayaka noticed something missing... the body of the instigator of all of this bloody mayhem. Sachi Maeko's corpse was not laying inert where it had fallen; a glistening trail of red-brown led away from it, off to the edge a few dozen meters away. Into the water. Sayaka half-stood, a feeling of cold determination sweeping through her. She'd follow that girl, join her in the ocean, the immersion cleansing her body and soul. She felt a craving, a need, to get into that water and _swim_... get away from all of this.

"She's gone. I have to-"

_Don't care about her, care about you. Use it. It will... make you feel better_. Kyoko winced at her own clumbsy encouragement, sounding more like some kind of illicit substance pedlar than a helpful friend in her own ears. She was still weak, though, and profoundly worried about the blunette's mental state. The combination of her energy drain and the spectre of what she'd done

"Please. For... me," Kyoko winced, feeling like splinters of glass were imbedded in her vocal cords.

The wailing behind her dying, Sayaka clasped the Grief Seed by its spike, pressing it up against her Soul Gem, amazed at how close the two colors were.

And then she was sucked back down the rabbit hole.

* * *

Kyoko crouched near her the blunette, thinking about what had just happened, eyes glistening wetly in the harsh industrial light. _The young girl, fearful, looking at the older girl in confusion. The older one's protectiveness, watching over the younger. The fight leaving the young one's eyes, as she stood back, staring at the one Kyoko had killed. Screaming "We surrender!" as Sayaka had charged in to attack Maeko. All those looks, shared between those girls. Sisters. Two sisters. Who'd heard of such a thing?_ She blinked, a single tear running a trail down her cheek.

* * *

Hoshi Keiko crawled over to what had once been the body of beautiful Hoshi Noemi, her dear younger sister. She'd introduced her sibling to Kyubey little over a month ago. Wave after wave of anguish rolled over her, one for each and every memory she had of her sister and the life they'd shared, and an even greater sense of grief as she began to dwell on what she'd imagined the future would hold for the pair. Battling evil, making a difference in the world by helping protect people like her family from an invisible menace that lurked, waiting...

_Being Maguka is suffering_, a familiar voice said in an imitation of cheerfulness, almost sing-song, in her head. Glancing up, she saw the tell-tale pink orbs staring at her from above, on top of a tower of metal. _You're poor sister... It's too bad you thought she was ready..._

Joining up with Maeko-san had seemed like such a good idea. The girl knew her stuff, and the Grief Seeds had been much more plentiful once she'd learned some of the mechanics that went into being a Magical Girl.

Defending their territory... it had seemed important. They _needed _those seeds. So, with a little back up, the locals would intimidate any new girl that came to town, either shaking her down for Grief Seeds, or leaving her battered, bloody, and with orders to get the hell out.

It had always worked before. And now, the first time Noemi had accompanied them...

_God curse you, Sakura Kyoko. And especially you, blue-haired murderer. Burning in Hell is too good for both of you. If I could, I'd cut you both to pieces for what you've done_... The thoughts were filled with bitter anger and yearning for vengeance, but most of all hopelessness. She couldn't do any of that, couldn't avenge her fallen sister. She was almost gone herself, her body betraying her.

An icy stab in her chest caused her to gasp, but failed to startle her out of the misery that all but consumed her universe.

And then, as the Soul Gem on her necklace spider-webbed with cracks, a fine dust of glass falling like the sands of time, a sharp black spike bursting from within the murky jewel. The samurai outfit disappeared, leaving behind a shattered, limp body in a pristine school uniform, still clutching the skeletal hand of her sister's corpse.

* * *

**Let me know what you think, or felt, about this one. I hope it wasn't too convoluted, there are so many perspective changes I didn't bother separating them with lines since it would have been almost every paragraph... tell me if it was confusing.**

**Hell yeah i own what i do, but the flip side of that is taking responsibility for the impact what you've done has on people (intentional or otherwise), and I can get any criticism tied to borderline content... so i'll keep doing what i do but i still want be, well, considerate. (I had removed the review previously mentioned, since it was pretty much about the other side of the story and I didn't want, er, spoilers posted here. But i still felt bad removing it! Sorry XD)**

**Next: Kyoko's perspective or Sayaka's? Either would work, let me know if you have a preference but no guarantees.**


	28. Chapter 28

**Chapter 28**

Loose Ends

Kyoko stared up at the stars, glazed eyes unaware of the infinite expanses before her. Instead, what she saw was a vision of the past. The appallingly finite past, something so ephemeral that it faded, washing away, every single day, until nothing but a hollow sense of... emptiness, a nagging itch that something you knew once was now gone, missing.

She couldn't remember the sound of Momo's voice.

It had come to her, the other day. She remembered how the sound had echoed in her head, painfully reminiscent of her lost life, but somehow comforting as well. Soothing. It was important to her, one of the few things that, deep down, really mattered. Not forgetting the ones she loved. Kyoko knew that she was possibly the only person in all of Japan, and therefore all the world, to really remember her sister.

At least, other than as a faceless victim. _Those damned haunted Sakura house stories_...

Wiping away something annoying tickling down her cheek, she thought hard, feeling fingers of anguish hovering just beyond her, slipping in as she recalled the fuzzy, faded memory of Momo. Indistinct, blurred... a cute little shape, but out of focus.

She caught herself on the second sob, clearing her throat and spitting noisily. Smearing moisture across her face with the back of a hand, Kyoko got up off her knees.

_All things must end. This, too, shall pass_. She'd heard it somewhere. A movie, maybe... possibly school? Or a book? There was a kind of cold comfort in the thought, intermingled with inevitable dread. Nothing was forever... which was comforting when the universe had you by the throat, but only until you finally found something you cherished. Something you _needed_, that made you... more complete. That was a loss she didn't want to contemplate.

Shaking her head, she looked down, sadness giving way to a growing twinge of worry. The blunette gazed up at the sky, sightless eyes reflecting the light above them. Leaning close, Kyoko could see the rise and fall of her friend's chest, but otherwise she appeared comatose.

_A few minutes_, the red-head thought to herself. _Then_-

She had nothing beyond that. The sickening sensation inside of her stomach uncoiled, beginning to spread... until she angrily bit down on feelings, and her tongue just to be safe. "No reason to worry," she muttered to herself, tasting hot coppery blood as a canine bit through the soft flesh of her tongue, unable to keep from thinking: _Yet_.

Helpless. That's how she felt. It didn't help that girls had died tonight, although that in itself was something she'd become jaded to long ago; it was the thought of the sisters, never to see each other again, a lifetime of shared experiences and meaning gone, in an instant. And for what?

_How the fuck could she have done that?_ she thought, sucking on her tongue. Through long practice, she latched on to the feelings of anger and resentment, always a balm for the deeper emotional turmoil of pain and remorse. _Such a goddam idiot, look what you did, you stupid, stupid bitch. Look what happened because of you. I hope you're fucking happy with_-

Something changed.

Kyoko noticed, and was on her feet, alert, in an instant. The red-head hadn't heard the sound like cracking glass, or the whisper of sand falling to the pavement. Swiveling, she saw the sisters; the dark-haired samurai having crawled over to the skeletal remnants of the younger one, lying face down across the gruesomely exposed ribcage. Clutching... a hand. The limp fingers intertwined with that skeletal hand was just about the saddest, most horrifying sight Kyoko had ever seen.

Her resolve wavered, the pretty, tear-streaked face crinkling with a pained grimace, blades of pity stabbing at her heart, imagining the suffering, the lonliness, the pain of the surviving sister...

Suffering. Pain. Loneliness._ Uh-oh_. It was as if the instant her mind conceived of the threat, it manifested. A wavering bubble seemed to reverse-explode into a small, black sphere that hovered above the entwined sisters, and Kyoko felt herself pulled violently into the Witch's barrier.

* * *

Kyoko landed on her feet, the long red ponytail whipping back and forth behind her as her veteran instincts kicked in, scanning the area-

She leapt sideways, and amazing dive, hands outstretched. Catching the limp, falling body in her strong arms, she cushioned the worst of the impact, wincing momentarily as her arms dragged across the pavement.

She heard the other bodies fall to the ground with a combination of thuds and splats. Something groaned.

Letting out a breath, she let go of her friend, gently laying her down. The blue eyes continued to stare, cloudy and sightless. Kyoko brought her fingers down over teh blunette's eyelids, and was relieved when they stayed closed. Although, after the fact, it seemed an incredibly morbid thing to do...

Resuming her scanning, she noted several features common to newly-spawned Witch barriers. For starters, it was relatively solid. That was often true for the "entryway" portion of barriers, the spillover reflection of the real world that masked the psychedelic nightmare of surreal symbolism that lay at its core.

The place did indeed resemble the dockyard where they stood in the "real" world. It appeared to be a gigantic, geometric maze, reminding her of a hedge maze she'd seen on a television show. It stretched up and up. And it was empty.

No familiars buzzing around confusedly... or with sinister intent. No glowing runes, no shifting glyphs and undulating walls and bizarre grainy quality to the light. Yet.

Decisions. Kyoko looked at the flotsam that had washed inside the barrier along with the blunette and herself. There were several... pieces, laying scattered about. A severed, leather-booted leg, a skeletal forearm, the lifeless husk of the girl who was now at the very center of this barrier, ready to hatch...

And a groaning pile of blood-soaked meat, reaching out with clutching fingers, grasping at the air. The choking groan was the only sound to break the fresh labyrinth's oppressive silence. Kyoko glanced at her friend quickly, but everything seemed just like it had been ten seconds ago, so she approached the moaning figure, marveling at the extent of the girl's injuries.

_Damn, Sayaka really did a number on this one_, she thought, unable to keep her eyebrows from climbing in surprised appreciation. It was like the girl had swallowed a grenade, which had then exploded from within her stomach. Most of the meat of her abdomen was gone... from the right angle Kyoko could see the girl's _spine_.

The moaning, shattered wreck of a girl inspired none of the feelings of empathy or remorse that the pair of sisters had. This was the giant who had tried to crush her head with that metal banded club as she lay helpless, trapped by that leather-wearing sadist's chains. The thought sparked something inside her, and she kicked the twitching figure, hard in the ribs.

The figure moaned louder for a moment, then went silent. Kyoko bent down, fiddling with the girl's outfit. Satisfied, she stood, stuffing something down her skirt. _Why couldn't I have someplace cool to hold stuff. I mean, Sayaka's got that cape, Homura pulls out freaking elephant guns from that little shield of hers_... Kyoko sighed. She could have used a snack.

She stomped down on the growing sense of unease that was slowly but surely building up inside her. Sayaka lay still, unmoving. Almost like she was asleep. Her face, peaceful and serene... Kyoko couldn't help but stare for a moment. Thinking the eyelids would flicker, opening to reveal those sky-blue irises.

After a minute, Kyoko bent down, picking up her friend easily. Slinging the girl over her shoulder, she began walking away.

"W-wait..."

Kyoko paused, but didn't turn around. The gurgle in the voice spoke of ruptured lungs filled with fluid.

"Y-you... g...otta h-help me..."

Silence.

"P-please. H...elp me. I... I'm s...orry."

"No you're not." Kyoko still didn't turn, merely shifted the burden over her shoulder to a more comfortable position. "You just don't want to die."

The ruined giant seemed to hiss, that broken body twitching. She was crying. "Y-you... can't... c...an't just... l-leave me... here..."

"Watch me." The red head walked forward along one of the paths, turning a corner and leaving the weeping survivor of the ill-conceived robbery, or assassination attempt, or whatever the hell had been the motivation behind the attack... she knew Sayaka wouldn't have left the girl behind... but she wasn't the blunette. She didn't want to save the world. She just wanted to get Sayaka out alive. And she sure as hell couldn't do that carrying around two useless bodies. One was bad enough.

She also knew, after around a hundred steps or so, that the weeping would have stopped. She paused, digging around for something. Her hand opened, and she watched something, dull but with a faint sparkle, fall to the pavement.

Kyoko lifted up a knee-high crimson boot, bringing it down violently. Something crunched, and a puff of white mist seemed to envelop her boot for a moment.

_No need for Sayaka to know about that,_ she thought a little guiltily. Still, she knew the blunette might not understand. There was simply no way Kyoko was going to risk that girl getting eaten and adding to this Witch's power, or regenerating and coming back for revenge, or any of the other possible ways the girl could cause harm to Kyoko and the one she cared about.

_Necessity makes monsters of us all._

* * *

As Kyoko approached the center of the maze, hemmed in by the infinitely tall walls of corroded metal, she began to hear things. _Oh no,_ she thought in dismay. _Don't tell me_...

Barking. Or rather, obnoxious, high-pitched yipping that tried to pass itself off as barking. It was coming from ahead of her, and turning a corner the landscape changed abruptly. Instead of being penned in by the high, rusting metal walls, she found herself in a wide open space dominated by a huge home.

Adjusting the caped package held over her shoulder, Kyoko goggled at what lay before her. The house was, indeed, huge... but not in the traditional sense. This was no mansion; it was a single-family home, probably two bedrooms, two bathrooms. Kyoko recognized this from the layout, unconsciously comparing the design to several of the dozens of similar homes she'd broken into over the years. It was immense, stretching up into the sky, as large as the Mitakidome Arena complex.

The yipping turned to howling, the keening, irritating baying seeming to assault the red-head from all sides._ It must be waking up._ Glancing around, she failed to find a safe spot to drop off Sayaka; too open, too exposed to leave her anywhere...

And then the dogs began appearing, circling around the veteran, hunched over under the weight of the blunette held draped across her shoulder.

The dogs were larger than she'd expected, given the sounds of their barking, but Kyoko's spear materialized instantly, ready to dart forward into the pack of fluffy Pomeranians, the cute, almost cartoonish faces marred only by the slavering, fang filled jaws that snapped the air in anticipation.

Bzzzzzzz. The spear... slipped out of her grasp, clattering to the ground. Frowning, she allowed it to fade, creating another in its place, only to feel it jerk around, almost like it was trying to wriggle free from her grasp. Bzzzzzz. _What the fu_-

The dogs attacked. One by one, each ran past her, drooling snouts nipping at her, fluffy hair rippling as they seemed to fly by. Wrestling the spear, buzzing like a nest of hornets, Kyoko brought it down, seeing the blade seem to blur, widening. As it passed through one of the canine familiars, the creature came apart in five different places, severed chunks of dog fading into black fog that disappeared into wispy nothingness. Bzzzzzz.

The giant Pomeranians came together, attacking as a pack. Dismayed at the bizarre behavior of her weapon, unwilling to let go of her friend, Kyoko tried summoning a spear of energy. Watching in horrid fascination, the ground before her began to ripple, and an immense, gleaming pyramid began to poke up out of a freshly formed crater ten meters wide. The dogs seemed to be smart enough to get out of the zone of rippling earth, but one was too slow. The red-head watched as the beast was hurled high into the sky as the immense, tree-sized shaft burst out of the ground, the truck-sized spike at its tip gleaming in the light of the Witch's fake sun.

_Oooookay, then_. Gripping her spear with both hands, one arm slung awkwardly around Sayaka's legs, Kyoko felt like she was fighting with her weapon instead of against the dogs. The buzzing haft of the spear seemed to be trying its best to escape from her grasp, but every time she managed to swing it through one of the familiars it cut them into pieces. She began to enjoy herself; usually she had to settle for poking, stabbing, and occasionally slashing things... rarely did she get to actually sever and cut stuff in half, which was viscerally satisfying on a whole different level.

Several of the beasts had fallen, but the remainder seemed to gather, forming a huge ball of fluffy, snarling faces below their cute, cartoon eyes. Her spear going wild, Kyoko fought against it desperately as the creatures charged. Wrestling the thing between her legs, she clamped her knees together tightly, holding on as the slavering Pomeranians charged forward.

Kyoko felt the buzzing vibration rattling her bones, shaking her teeth. She saw the tip of her spear expand, translucent, a fan of blade and energy. She watched the shaft of the spear seem to bend this way and that. She stared as the dogs flew through the hazy, almost invisible blades that appeared to hover in midair, superimposed and transparent. The spear continued to vibrate, kicking like a mule. It broke free of her legs, sliding up and crashing into her pelvic bone. "Ow!" The dogs, leaping across the shimmering tip of her spear, fell apart, small puffs of black smoke dissipating into thin air. _Oooh, nice_.

The veteran surveyed the scene, face flushed with victory, holding on tightly to her spear. It wasn't until Sayaka, some seconds later, began to squirm, that Kyoko allowed the weapon to fade away, no danger immediately apparent. Putting her friend down, the red-head smiled uncharacteristically sheepishly, but the blunette was too busy trying to get herself together that she hardly noticed.

"You... okay?" Kyoko asked hesitantly.

Sayaka looked up, and her eyes were like spheres of ice. So cold.

_Whoa_, Kyoko thought. _This is gonna be good._

* * *

**Thank you all, who are reading this (28 chapters in)... I've greatly appreciated your comments, observations and interest. Please continue to leave whatever feedback you'd like me to know about.**

**X-special thanks to angel0wonder, Psykoakuma, Otaku4eva99, ShadowStealerr, and kyosayalove. Your incredible reviews-the things you enjoyed, ideas you have of where I'm going, observations and critiques... the depth and length to which you've gone in your reviews fills me with gratitude. As I've said before, very motivating to hear your responses, and you and everyone else who've taken the time to write something back deserve a good chunk of the credit for whatever meager joy this tale is capable of providing. I'm not saying it eloquently enough, but basically, thanks.**

**I have to say, one of the favorite comments I've ever heard about two of my favorite characters in any context has been what kyosayalove wrote last time:**

**"Felt bad for the girl who died at the end. **

**But thats what you get for messing with sayaka and kyouko"**


	29. Chapter 29

**Chapter 29**

What was your wish?

Her jaw was aching. It felt like her face was frozen, rigid and mask-like.

A slim figure, seemingly out of place in her crisp, white school uniform, walked down the sidewalk along the outskirts of the trendy section of northwest Mitakihara where she lived. Lost in thought, it took Homura several minutes before she became aware of the stares...

Her fellow pedestrians were a mix of late-night-at-the-office corporate types, university students heading home from an evening shift or a night on the town, and occasionally stumbling middle-aged men trying to walk off their sake. They drifted through her field of vision, an instant of threat assessment to determine they posed no danger, and then they were gone. Singly, they occupied no more of her attention than individual drops of rain; noticed as they fell right in front of her lilac eyes, forgotten in the next moment.

It was people's actions as a group that gave Homura pause; an odd mix of erratically behaving humans was a good indication of Witch activity, under the influence of a Kiss.

She looked around, noticing several sets of eyes watching her. Not sinister, really, but disconcerting. An old, wizend man bobbed his head in acknowledgement as he passed by . A young couple, arm in arm, walked out of a shop as she stode past, doing a double take. As she strode across the intersection, a middle aged woman gave her a wide, bright smile. _What the hell is going on? _Homura thought, bewildered, as she got another nod from a suit-wearing man with grey hair, and a young, pigtailed girl holding her mother's hand actually smiled and waved.

Homura was invisible. She stalked through the city, unseen and unnoticed, returning the favor. As people continued to stare, to look at her, she became increasingly self conscious. What was wrong? What was different? Why was everyone looking at her, acknowledging her?

It was strange. Despite her unease, deep down it felt good. She was feeling like a new person; the last twenty-four hours had gone very, very differently from anything she'd experienced during any of the timelines she'd traveled through.

Striding by the large window of a late-night eatery, Homura glanced at her swiftly moving reflection, not seeing the dozen figures lounging around the tables inside. She stopped in her tracks, eyes wide.

The stark light of the overhead floodlights provided her a near-perfect reflection, but she didn't recognize the face she saw. It was almost bizarre, alien... the hair was the same, and the outfit, but-

Putting her hand to her cheeks, Homura was unable to wipe the smile off her face even as she became fully aware of it. She stared at her wide grin, her slightly narrowed eyes sparkling with new-found vitality. It was something she didn't see often, could barely remember, actually. She looked _happy_.

And, even stranger, she _felt _happy. At least she thought so. It had been so long.

A movement ahead caught her attention, and she focused on the several sets of eyes that gazed out from behind the window, some inquisitive, others rueful, but by and large responding to the manic grin with a wave, or a wink, or a slight nod. Most with a little smirk of empathic understanding.

Flustered, Homura spun away, her long black hair leaving a trail of darkness. It immediately separated her from the brief attention of the people within the shop. Several of the onlookers had found it strange that a middle school student would be out and about at this time of evening, wearing such a gleeful expression and staring into shop windows as if searching for something.

* * *

"So... will you tell me?"

"Tell you what, Homura-chan?" Madoka had giggled, a twinkle that Homura had almost forgotten dancing in her bright eyes.

"What was your wish?" The black-haired girl found herself desperate to know, for some reason she couldn't quite pinpoint.

Madoka had laughed a little, smiling shyly. "I... I don't want to tell. I know it's silly, but I want to see it before I say it out loud."

Lilac eyes stared at the pinkette, uncertain. Madoka began to blush, standing there awkwardly until Homura couldn't contain herself. "But... the whole point of becoming a Magical Girl is your wish... Kyubey should have granted it immediately-"

Grinning with embarrassment, the pinkette waved her hands limply. "Oh, I know that my wish 'has overcome entropy,' whatever that is," she muttered. "I just want to see how it works?" her voice rose, ending the statement as a question. "Anyway, it's early. Plenty of time to go out looking for a Witch." She frowned, lips pouting as she considered. "There's people out there, right now, that could be hurt tonight. Killed." She shuddered, Homura marveling at the strange admixture of innocence and courage. "So... will you come out with me? Can we hunt together?"

Homura attempted to force a smile, before she realized she was already wearing one. She was excited at the prospect of _Magical_ Madoka, the strong, caring leader she had so sorely missed ever since she'd made the promise.

The promise. So often, recently, it came back to the promise. Who was she responsible to? Was this Madoka the real one? A girl she'd barely met, at least from the pinkette's viewpoint. A latecomer into the impending doomsday scenario that lay just around the corner. An innocent, foolish child who had no idea of the consequences of her actions.

Or the Madoka she remembered from a dozen lifetimes ago; the one who'd returned her love, only to be snatched away at the last second, the bitterest of defeats. A dead Madoka. The Madoka she'd had to-

"Of course," she exclaimed, perhaps a little too forcefully. Madoka had blinked, then smiled cheerfully, nearly bouncing with excitement.

* * *

Homura knew exactly where to find just the right Witch. It was just about next on the list, anyway.

Without Mami-san around, it was highly unlikely that this particular Witch would ever cross paths with Madoka, even tangentially. It didn't seem to employ Kisses, and rarely left a few block radius from the high school across town.

Homura thought of the Witch as the School Spider. There was no way to know a Witches name, of course, unless you were unlucky enough to encounter someone who you'd known as a Puella Magi. But after killing the same Witches, over and over, she begun to develop a certain understanding for them, even as she'd drawn away from humanity.

The Spider was one of the Witches Homura didn't hate. She pitied the thing. Or, more precisely, the girl that the thing had once been.

Madoka had transformed as they'd approached the barrier, amazed at how quickly the transfer student had found a Witch. "Last night I looked for hours," she said sheepishly.

"Got lucky. Get ready," Homura said, transforming into her magical attire. The shield, as always, provided her with a great sense of relief once she was physically holding it again. Then she watched, enraptured in the display as a swirling pink starburst seemed to explode, and there stood Magical Madoka, in all her glory.

Homura stared at the pinkette's flushed, excited expression, eyes wandering down to take in the radiant pink Soul Gem at her throat, and the expanse of bare skin above the corset wrapped around her torso. The poofy miniature dress with is pink petals and ruffles was adorable, and she saw the slim, elegant white gloves clutching at the fabric self-consciously.

The girl's slim, creamy legs that lay exposed below it were a spectacle, right down her knee-high white stockings and dainty pink shoes.

"Um... H-Homura-chan-" Madoka began, feeling warm under the other girl's stare.

The black-haired veteran cleared her throat. "W-we should get going." The pinkette nodded, suddenly serious, and the two had walked into the barrier together.

Madoka shielded her eyes, a bright blue sky taking her completely by surprise after the evening darkness she'd left behind. She noticed Homura glancing about, squinting but seeming to absorb every detail.

The blue sky was bright, but there didn't appear to be sun or anything like that. Instead, when Madoka looked up, she saw a vast network of interconnected lines, some type of cord or wire, stretching up into the sky. In the distance, she picked out movement. "I see something. I think."

Homura nodded without seeming to look where the pinkette pointed. "Where do you think it will be?" she asked, trying to get a feel for the girl's instincts.

"Umm." Madoka made a show of looking around. "Up, I'm guessing?"

"Sounds like a plan to me," Homura answered warmly. She was remembering all the times that this seemingly uncertain girl had reassured her, taught her, convinced her that she was worth something. That she was important. She mattered.

Now, it was her turn to encourage.

They began bounding up the network of lines, networks of knots providing solid landing points for part of the way. Madoka kept up, her small body fueled by a powerful determination Homura had nearly forgotten. She watched the girl, remembering how quickly she herself had tired during her initial training, but the pinkette didn't seemed to be slowing down.

A few hundred meters in the air, if such measurements had any meaning at all within labyrinths, the ropes began to thin out. The two were forced to continue on foot, balancing along the high-wires with the aid of their magic. Madoka seemed to be a quick learner, picking up on subtle ways of using her energy from Homura's demonstrations almost before she was done explaining.

Another several stories, and the lines began to flutter, crisp, white school uniforms pinned to the rope, flapping in the wind. "That's what I saw!" Madoka whispered, puzzled. She'd run into evil mustachioed puffballs and colorful-eyed flesh-eating caterpillars, but she couldn't recall seeing something as mundane as a school outfit inside of a barrier before.

Homura simply nodded, continuing.

They found the Witch, surrounded by familiars, perched on an interconnected series of the wires, almost a spiderweb design. Homura had signaled for silence, and the two bent down, looking at the strange creature that sat in the middle of its much smaller companions. The companions were similiar to humans, except everything above their waist was missing. A skirt, pants, and some strange footwear that looked like ice skates...

The Witch was giant. Scary looking. Arms bristled out of the thing, two pairs sprouting from her black blouse, another pair where her legs should have been. Madoka's eyes were drawn toward certain details without understanding why. The headless, faceless monstrosity: was she ashamed of herself? The black, black outfit, when every uniform that hung along the lines around them sparkled a clear white: what was the deal with that? The arms poking out of her skirt, the bared midriff... there was something at the tip of her perception, some kind of clue that she just couldn't quite see.

The thing had been sitting, surrounded by its skirt-and-leg familiars, ordered rows mimicking the layout of a classroom of students. Madoka had a sense that if she just thought about it more, she'd understand something important about the Witch.

With a hiss, the Witch stood, hands clasping the line as it skittered across, directly up and away from the girls. Homura cursed, watching the dozen familiars get up, seemingly skating across the thin ropes, coming right at them.

As the familiars approached, Homura TimeStopped. She was happy to give Madoka a taste, but she figured on dealing with the Witch herself. Better safe than sorry. Everything went still, except for a flash of pink light that went hurling down into the approaching familiars, _pew!, _pausing after traveling a few meters from Homura.

Purple eyes wide in shock, the time-traveller spun around, her hair seeming to float in the air behind her, a shimmering curtain of midnight against the bright blue sky. Madoka stood, just a step behind her, her tongue poking out between thin pink lips, aiming a bow as tall as she was. Pew! Another streak of pink lanced through the sky, stopping after a few meters, hovering.

"What is going on? Homura, everything's stopped, and my arrows-"

Homura took a step back, wobbling uncertainly along the wire for a moment. "Madoka... how? How are you...?" This was something she'd never encountered, never seen before. Unless she was actually holding on to someone, nothing and no one had ever kept going once she'd TimeStopped. She glanced around nervously, but everything else, the onrushing familiars, the Witch that was bounding away, remained frozen.

"I thought you were just really fast, but I see now that you were actually making everything else really slow! Wow," the pinkette breathed, impressed. Homura remembered back to when her powers had impressed and amazed her, instead of being merely a tool to use in the pursuit of her duty.

Purple eyes took in the scene before her, taut lines stretched across the infinite blue sky, hundreds of white school uniforms, frozen in rippling chaos. Skating legs, caught in ridiculous poses mid-motion, the frozen, insect-like Witch far above them, captured in mid-flight.

"How is this possible?" Homura breathed in wonder. Madoka looked at her, puzzled. Pulling back a pink ribbon of energy, she drew her bow, a lance of crackling rosy power shooting out, once again stopping well before the onrushing familiars.

"This is a good way to fight!" Madoka squealed, shooting off another arrow. Four shimmering streaks of light hung in the air. "I don't have to run away at all!"

"Madoka... how are you still moving?" Homura approached the pinkette. "Did... did you wish for... more time, or something? Something like changing the past?"

Giggling, the pink-outfitted girl shook her head. "Not even close! Good try, Homura-chan." A thought occurred to her. "When you, uh, start time again... my arrows keep going, right? That's what you did to Kyubey, in the park? That's how he got all those holes in him, all at once."

"It's not a him, it's an it." Homura said with a trace of her old darkness and gloom. "Whatever it told you, the Incubator has tricked us all..."

Madoka watched as a flash of pain crossed the transfer student's face. _Curious_. "What do you mean, tricked us? Tricked us how?"

Now was not the time to get into a discussion about Souls, Gems, Witches, and the concept of lying by omission. Not to mention that the Incubator seemed to be making sure Walpurgisnacht was a worse disaster each timeline. "We should get going," she subject-changed without any subtly, even Madoka being hard-pressed not to call her out on it. She checked her energy level, expecting the drain of the past few minutes to have used up a generous amount of the precious sand.

Instead of a stream, the tiniest trickle flowed down. She'd never seen the sand flow that slowly, it almost looked thick, like syrup. "What the fu-"

"Akemi-san!" Madoka choked.

"Sorry," Homura apologized absently, mind working to match her theories to the startling observations of the past few minutes. "We should still get going." She began walking swiftly up a nearby line, trying not to look down at the vast distance that seemed to open up below her. The pinkette followed, shuffling along the rope carefully.

"So, I bet if you can fight like this you never get beat!" Madoka chirped, halfway to the looming form of the six limbed Witch above them. The black-haired girl's breath caught in her throat for a moment. Swallowing, she continued onward and upward.

"I... rarely get beat," she explained, sticking to the relative truth. "But I never lose," she finished, narrowed eyes flashing, feeling the old sense of determination flooding back, refilling her with purpose. She looked back at the pinkette, who's wide eyes were fixed on her.

"Oooh." The girl's mouth formed a little 'o'. "Kay." Madoka suppressed a shiver. Looking up, she saw the inhumanly long arms of the Witch, and bounded ahead in a tremendous leap. "I'll race you to the top!" she cried playfully.

"W-" was as far as Homura got before the pinkette hung, frozen in mid-leap. "-ait..." Only a few meters into the jump, actually. Taking a few steps, she stood underneath the girl, looking for clues about what was going on. Some time later, after she'd developed an awful crick in her neck, she knew what she needed to do. Looking at the sand, noticing the steady, normal flow of the very finite resource draining away at her reserve, she let go, allowing time to restart.

Below, four successive impacts resulted in miniature pink explosions, wisps of the destroyed familiars fading into nothing. A hundred white blouses were snapping and cracking all about them. The School Spider Witch turned on the pair, a rattling hiss accompanying the creepily insectile skittering as the thing turned its skirt toward them-

Homura leapt, grabbing Madoka's slim ankles, and she heard the girl squawk as she was yanked downward and time stopped again. Stumbling, the black-haired girl steadied herself and the burden she carried, still hanging by the ankles.

"D-d-don't l-l-let g-g-g-go!" Madoka chattered below her, eyes feeling ready to burst from her head as she stared fearfully at the long, dizzying drop underneath her.

"I got you," grunted Homura, the muscles of her arm taxed by the exertion of holding on to the dangling, thrashing pinkette. Hauling the girl up, getting another peek up her dress in the process, Homura let go as soon as Madoka regained her balance and had been turned right-side up. Gasping, she reached out to maintain contact, but it was too late-once she no longer was touching someone...

But, just like before, Madoka was moving around, a startled look on her face. "Did... something just happen? Because I just jumped, and all of a sudden the Witch was moving and you were, well, somehow below me, and then you grabbed me, and then everything was stopped again except I was hanging over a bottomless drop-" She paused. "Why are you so flushed? Are you feeling okay?"

"Well, you jumped, and then froze like everything else. I was... worried."

Pink eyes sparkled with delight. "Thank you, Homura-chan. I appreciate your concern. How close was I?"

"To the Witch? Not very-"

Madoka shook her pink pigtails. "No, to you. How far had I gotten?"

Homura tried to calculate. "Around... three and four tenths meters." Madoka smiled at the confident authority in the girl's voice._ To think, she'd been crying in her room an hour ago_... She liked this Akemi Homura much better than the harsh, sinister one she'd known just a few days ago, or the sad, weepy one she'd also seen on occasions like this afternoon.

"Thank you, Homura-chan. I probably need to stay close to you. If that's okay," she said, dropping her eyes shyly and pretending to kick the line they stood on with a tiny pink shoe.

Again, Homura found herself smiling. "Yes, that was the plan from the start." She continued up, looking at the hideous creature ahead of them.

"I feel bad for her," Madoka said, out of the blue. Homura knew exactly who she was talking about. "I don't know why, but seeing her, this place... it just seems so sad."

Dismayed, the time traveler stopped and turned around, facing the pinkette with as much disappointment as she could muster. "First of all, it's an it, not a she. Secondly, those are the kind of thoughts that will get you killed in here, Madoka. Killed! Once you enter a barrier, you have two things to accomplish; killing the Witch, and staying alive. You can't get distracted by stray thoughts and feelings!" Homura was up in the pinkette's face at this point, the smaller girl cringing slightly under the intense lilac stare.

Then, the pink eyes narrowed. "I'm not weak, Homura-chan." She drew back the glowing bowstring, concentrating as a nimbus of glowing light began to radiate from the tip of her arrow of energy. Unleashing, she watched the missile stop a dozen yards before hitting the Witch before them. She shot another, and another, and another, disappointed that they didn't freeze after the fun stuff began to happen, like she'd hoped.

She turned to the black-haired girl. "Your turn, Homura-chan. Try to do something. It's an experiment." Homura thought she knew where this was going, finally. She concentrated, a crackling orb of purple energy hovering in the air before her, and the lilac eyes widened as the orb expanded and grew, from a grape to an orange to a melon... until finally a beach-ball sized sphere shot out towards the Witch's skirt.

"That was... unexpected," she commented after a moment.

She hardly felt drained at all. Manifesting energy wasn't really her thing; the first time she'd encountered Madoka outside of school, she'd been unable to finish the Incubator off in time because of how draining the attacks were to her.

Besides, she preferred guns, anyway. Madoka watched the girl pull out a large rifle, seemingly from behind her tiny shield. Homura took aim, feeling the pinkette's presence behind her. Lining up shot after shot, the bullets hurled towards the large, black-clad shape before stopping. Homura noticed something odd, the .50 caliber bullets seeming to glow.

The pair of girls turned around, heading in a direction away from the threateningly open skirt. Homura turned a dial, causing the sand to stop falling, noticing again the slow, trickling drain had barely put a dent in her reservoir. Then several things seemed to happen at once, like the finale of a fireworks show.

Madoka's pink glowing arrows split apart into dozens of separate shards of rosy death, flashing brightly as they cut into the Witch. Homura's glowing purple energy orb went right up its skirt, and the thing's six limbs twitched as arcs of dark lightning played across its skin. The bullets, which had seemed to glow, each doubling before they tore through the Witch, dark pink light radiating from holes her bullets tore through the creature.

_How is that even possible_, Homura thought in confusion. _The bullets aren't even magical to begin with!_

There was a sound like a plane crashing, echoing under the endless sky. The Witch, the lines, the sky, everything faded, the two girls finding themselves standing on a street corner across from a forbiddingly strange high school campus. Clouds had descended upon Mitakihara in the few minutes they'd been gone, and a steady rain was falling, soaking both girls as they let their outfits fade away. Madoka dashed forward, grabbing the Grief Seed before it could drop to the ground. She turned to the transfer student, a wide smile playing out across her face. "Thank you, Homura-chan. That was much more fun that going alone! I hope you'll fight with me again, I mean, that we'll fight together again."

Homura smiled again, her face starting to feel tired. "It would be my honor, Madoka. Really. That was..." She broke off, unable to frame a proper response. "Interesting." Then, recalling an earlier train of thought: "Would you be willing to tell me what your wish was, now? I'm out of guesses." The last wasn't technically true, but she didn't want to play twenty questions at the moment.

"You want to know my wish? The one thing that has bothered me about Puella Magi since, well, since I met you, was the... um, fighting. Not against Witches, against _each other_!" Madoka frowned, her soft face serious. "I wished that Magical Girls would help each other fight Witches! I want them to work together, not fight each other!" She was almost shaking with passion, white gloves clenched tightly at her sides.

"I was t-too late for S-Sayaka-chan and Mami-san," the girl said, bitterly. "And Kyoko-chan," she added. "But at least we can help each other, can't we, Homura-chan?"

* * *

Crossing the Y intersection as she approached the imposing European-style building, Homura sighed. Opening the door to her room, the lighting increased, revealing a spartanly clean white living area, low curving seats forming a circular pattern around the table at the middle. Activating her computer, an entire length of the wall lit up, dozens of stacks of windows littering the surface of her apartment. She walked along the hallway, eying the ancient pages of cryptic text, the images of locations and sketches of witches, the curiously etched black orb, timetables and lunar calendars stretching back for centuries... she drew an X across one display, showing the silhouette of a six limbed creature.

She didn't bother lighting the candles, or making her typical bland meal. The butterflies in her stomach precluded any thought of eating. Perhaps a nice long shower...

Twenty minutes later, Homura was laying on her back, long hair carefully arranged behind her.

Things may still be hopeless, she may have failed already in her mission and was just waiting out the clock... but Homura clamped down on the feeling of contentment. Madoka had listened to her, and coming clean about all the darkness that had separated her from the pinkette had seemed to make that barrier fade. Junko had told her to open her heart, be absolutely truthful about her feelings for the pinkette, and most importantly be willing to live with the consequences, whatever her response may be.

Sighing again, she luxuriated in the feeling of being accepted. Of being wanted. Of having people in the world who cared about her. Who thought she mattered. Maybe, in the end, that was all this seemingly pointless and confusing existence was all about. Seeing your own worth through other people's eyes.

_If so_, she thought, _how very cruel and unsatisfying._

As she began to drift off, fleeting thoughts of Walpurgis and Kyoko spun through her mind. She thought of her erstwhile, on-again-off-again ally regretfully. She could have used the powerful red-head in the upcoming battle, her skill and ferocity providing a deadly synergy with the girl's determination. Even Sayaka... Homura sighed, rolling her eyes._ Now I'm just being maudlin._

She turned off the light, but stared at the ceiling, watching the shadows play across her walls as cars passed by outside.

* * *

**Thanks for your continued interest and reviews, my apologies for the slowing updates.**

**The girl's don't know Witches' names in this "universe," I can't remember them mentioning Witches by name, and I'm not sure if they intuitively are able to read the runes that appear within labyrinths. Let me know if you have any idea and I'll appreciate it.**


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